Industry overview

Private & Confidential 0 Table Of Contents

01. Market Overview 3

02. Industry Update 8

03. CEE Region Overview 21

04. OPD Valuations 24

05. Appendices 27

Private & Confidential 1 ▪ Increasing demand for software development activities driven by digital transformation and product development requirements leading to demand-supply imbalance for software talent - IDC estimated that in 2014, there were only 18.5m software developers worldwide, of which only 11m were professional developers

▪ Outsourced software development represents the fastest growth within the overall software development landscape - Established Outsourced Product Development (OPD) players have delivered super-normal growth over the years and are expected to continue to deliver double-digit growth rates over the coming years - Requirements for specialist talent at the most cost-effective price points have been a major driver for the development of outsourcing and led to the emergence of high-quality best-shored delivery setups

▪ CEE region with its strong engineering talent pool, has emerged as an attractive offshoring / near- shoring destination - Europe is an untapped market with ~75% of IT work done in-house providing significant potential for near-shoring - Ability to service European clients in local languages is a key strength of the CEE region

▪ The global OPD landscape is highly fragmented with only a handful of scaled-up, pure-play OPD players - Pure-play OPD players attract premium valuation reflecting the higher growth potential leading to a rapid de-multiplier effect - A long tail of small niche players with core competencies in next generation technologies and vertical-specific domain expertise offer significant potential for consolidation

Private & Confidential 2 Private & Confidential 3 2016 2021

US$ US$ Total addressable R&D CAGR : 12.9% Total addressable R&D (1) 61 112 (1) market Software Market 2016 billion billion 2021

US$ 232 billion US$ 302 billion US$ US$ 93 CAGR : 2.8% 107 Embedded ▪ Currently, only US$85 bn billion billion ▪ Significant potential to of the market opportunity bridge the gap between is addressed, up from addressed and US$67 bn in 2015 addressable market US$ US$ opportunity CAGR : 1.3% 78 Mechanical 83 billion billion

Source: Zinnov Zones (R&D spend by Global 500 companies) GSPR 2016 Note: (1)Opportunity includes market for captives, Offshore R&D service providersPrivate and Onshore & R&D Confidential service providers 4 Addressed ER&D market US$85bn (2016)

In-house Captive ER&D spend Outsourced ER&D spend US$34bn (2016) US$51bn (2016)

Latin America Brazil Eastern Europe 4% Eastern Europe 9% 6% India 17% South Africa 4% 7% 39% India Others 14% Rest of Asia 10% $34bn $51bn Western Europe 38%

30% 20% North America China

Source: Zinnov Zones (R&D spend by Global 500 companies) GSPR 2016 Private & Confidential 5 ▪ Comprises pure-play outsourced software Tier 1: Large development players and large diversified IT services providers Revenue> US$ 500Mn ▪ Recently, ER&D majors (e.g. Alten, Altran) have been investing in this market segment

Tier 2: Mid Size ▪ Similar profile as Tier 1 players albeit with a relatively smaller revenue profile Revenue>: US$ 100Mn - ▪ Pure play companies typically have higher US$ 500Mn growth rates compared to peers

Tier 3: Emerging ▪ Smaller players focusing on catering to certain select verticals, geographies and/or Revenue < US$ service lines 100Mn ▪ Most are pure-play outsourced software development firms offering niche products/solutions

Note: Logos mentioned in the pyramid are only a representative list and not exhaustive list of OPD service providers Private & Confidential 6 Revenue Employee Company HQ Delivery locations Key offering (USDm)(1) count

CEE, Kazakhstan, China, India, Product Engineering, QA, Testing, Managed Services, Digital Marketing and UX, 1,160 22,383 Mexico SMAC, IoT CEE, Latin America, South Product Engineering, ADM, QA, PLM, UX, Big Data, BI, Mobility, DevOps, Test 786 13,090 Africa, Mexico, Vietnam, Automation Malaysia, UK CEE, India, Latin America, US, ~500 11,000 Product Engineering, Content engineering, Big data, Analytics, DevOps, IoT Canada, Israel

452 8,887 India, US Product Engineering, UX Design

323 6,397 Latin America, India, Uruguay Software Development, Managed Services, SMAC, UX, IoT, Gamification

Product Development, Product Management, QA, IoT, DevOps, Big Data, Digital ~200 4,500 CEE Enterprise Consulting

CEE, India , US, Israel, ~200 3,000 Product Engineering, Testing, QA, Digital Services, UI/UX, Analytics Singapore

Product Engineering, App Development, Testing, QA, DevOps, IoT, UI/UX, ~150 3,000 CEE, Spain, Pakistan Biomedical Engineering

~125 2,200 India, UK, New Jersey Agile development services, Testing, QA, BI

Product Lifecycle Management, QA, Maintenance, Managed Services, Analytics, ~111 2,600 CEE, Kazakhstan Digital Services, Mobility

Product engineering, Testing, QA, UX Design, Digital advisory & Implementation ~100 5,686 India , US services

Sources: Company annual reports, CapitalIQ, Avendus research Note: (1)For the listed companies – full year reported revenue Private & Confidential 7 Private & Confidential 8 1 Limited talent-pool of skilled software developers leading to demand-supply imbalances ▪ Outsourcing of software development expected to continue growing for the foreseeable future ▪ Scarcity of talent, cost pressures, shorter product lifecycles, faster product upgrades and faster time-to-market pressures continue to drive the growth in outsourcing by enterprises / ISVs and the emerging start-up / SMB community 2 Growth in demand for software development by Large Enterprises as opposed to just traditional ISVs ▪ Ongoing shift towards a digital economy, explosive growth in SMAC are driving large enterprises to invest in development of bespoke systems in order to remain competitive

3 As complexity of projects increases, vertical focused knowledge will stand to gain ▪ Projects that affect business strategy, require deeper domain expertise as opposed to just technical expertise

4 Digital engagements and transformational work presenting a large opportunity for OPD service providers ▪ Shift towards disruptive digital technologies and complex transformational engagements requires a more consultative partner to design and implement solutions

5 Established players expected to continue consolidating a highly fragmented landscape ▪ Inorganic growth is no longer an option, but a strategic imperative as established players seek capabilities, clients and scale

Private & Confidential 9 1

Worldwide software developer and ICT-skilled worker estimates Preferred employer hierarchy for software talent

29 m 18.5 m All Total Software ICT-Skilled Developers Workers Start Ups 11 m (entire blue oval) 7.5 m (entire pink oval) Professional Consumer Technology Companies Hobbyists & Software Citizen Developers Software Enterprise Technology Companies/ Product Developers Companies (outside (circle) of circle) IT Services Companies (outside of circle) ICT Operations & Management In House IT Teams Of Enterprises Skilled Workers ~1.3 Bn 18 m SMEs World’s Students ~3.3 Bn ▪ Tech talent has preferred challenging work at start-ups/ World’s Labor technology companies as opposed to in-house IT teams of enterprises Force ~7+ Bn ▪ The proliferation of software languages and frameworks World’s Population adds substantially to the demand-supply complexity

Diagram is conceptual and not in proportion to the data

Source: IDC - 2014 Worldwide Software Developer and ICT-Skilled Worker Estimates Private & Confidential 10 2

R&D spend by offering (US$bn) ▪ As software increasingly defines product differentiation and

customer experience, R&D spend on software has been growing 280 significantly faster than R&D spend on services or product 257 offerings (see right) 232 188

▪ Major R&D spenders outside the technology sector (e.g. 142 2010 Automotive, Financial Services, etc) are significantly contributing 2015 to Software R&D growth, and moving away from traditional 86 product related R&D

▪ As a consequence, Software R&D spend is expected to Product-based offerings Services offerings Software offerings constitute ~25% of the global R&D spend by 2020

▪ New technologies such as the Internet of Things as well as the Share of Software R&D within total R&D Spend (in % of total) Cloud are a catalyst for Software R&D spend for Enterprises 2010 2015 2020 ▪ To support the transition to software R&D, companies are increasingly focusing on recruiting data and software engineers 17% as opposed to traditional employee profiles such as mechanical and electrical engineers Total Total Total R&D R&D R&D Spend Spend Spend

83%

Source: PWC – 2016 Global Innovation 1000 study Private & Confidential 11 2

EPAM(1) Luxoft (1) Globant (1)

Others Others 1.1% Others Emerging verticals Automotive & 2.1% 2.9% Financial Transport Professional Services Life Sciences & Healthcare 6.9% BFSI 9.1% 25.2% Services 14.1% 13.1% 18.5% Healthcare 3.6% Consumer, FY16A FY17A FY16A Retail & Mfg. 8.9% Media & 15.0% Revenues Revenues Telecom 8.9% Revenues Travel & Entertainment $1,160m $786m 61.6% $323m 19.6% Hospi- 22.4% 6.2% Technology 3.5% 21.0% tality 20.5% Travel & Media & Consumers Travel & Financial Entertainment 15.9% Software & HiTech Aviation Services Technology & Telecoms

(USD in millions) FY 2011 FY 2016 CAGR FY 2012 FY 2017 CAGR FY 2011 FY 2016 CAGR

ISV revenues 87.4 237 22.1% 29 49 10.7% 21 51 19.6%

% of Total revenues 26.1% 20.5% 10.8% 6.2% 23.3% 15.9%

Total revenues 334.5 1,160.1 28.2% 271.1 785.6 23.7% 90.1 322.9 29.1%

Sources: Company annual reports, IPO documents, Avendus research Note: (1) (2) 12 2016 revenue split by verticals; Luxoft’s FYE is March Private & Confidential 3

Financial services Software, Hi-Tech, ISVs Travel & Aviation

▪ Capital markets & GRC ▪ Constant need for innovation & rapid time ▪ E-commerce & cost optimization solns. ▪ Asset & Wealth management to market ▪ Transition from “personalized customer ▪ Corporate & retail banking ▪ Improve utilization service” to “customer self-service” ▪ IB & brokerage ▪ Access to skills, not available in-house ▪ Growing concept of connected airplane ▪ Research & analytics ▪ Increase flexibility of technical employees based on IoT technologies and on-demand ▪ Cards and payments ▪ Product Engineering infotainment ▪ Block chain ▪ End-to-end solutions ▪ Improved comfort & safety ▪ Omni-channel banking ▪ User experience ▪ Flight control systems, Aircraft assembly & ▪ Regulations, compliance & risk maintenance, airport mgmt management Media & Entertainment Life Sciences & Healthcare Automotive & transport

▪ Accelerate creation, collection, ▪ Accelerate drug discovery, research & time ▪ “Inside the cockpit” features e.g. packaging & management of content to market infotainment and navigation, human ▪ Digital video ▪ Clinical & pre-clinical R&D platforms machine Interface, autonomous driving ▪ Direct to consumer ▪ Improved collaboration, knowledge ▪ “Under The Hood” features e.g. ▪ Omnicommerce management & operational excellence powertrain, chassis, motor, breaks ▪ Ad monetization analytics ▪ Big data and health analytics ▪ “Extended vehicle” features e.g. cloud and ▪ Improve return-on-content ▪ Advanced health (genomics etc) diagnostics services connecting the vehicle to core business processes

Source: Equity research, corporate presentations and annual reports Private & Confidential 13 4

▪ Smartphone subscriptions are expected to grow from 3.9bn in 2016, to 6.8bn In 2022 Devices, wearables - Average selling price of smartphones has declined from $440 in 2010 to $283 in 2016 with the trend & a connected expected to continue in the visible future ecosystem ▪ Correspondingly, the number of connected devices are expected to grow from 16bn to 29bn over the same period

▪ An estimated 8.8 Exabytes of mobile data traffic was generated in 2016; expected to grow to Big Data and 71 Exabytes by 2022 analytics - An estimated 34% of the data generated is useful but only 1% of it is analyzed in some form or other

▪ User centric internet has led to consumers demanding richer, more interactive experiences User centric on websites and software applications experience - Applying data mining technologies and predictive analytics to user’s browsing history to create a ‘Social Graph’ can enable enterprises to customize internet pages, optimize internet searches & tailor offerings

▪ As Bring Your Own Device (BYOD) grows, employees bring ‘Consumer market’ technologies BYOD and in their workplace leading to consumerization of IT consumerization ▪ Employees expect the same experience and features from business applications of IT - Enterprises are adapting by upgrading legacy systems to offer new interfaces and modernize applications & processes with help of leading edge mobile, cloud, analytics and security capabilities

Sources: Ericsson Mobility Report 2017, Statista, ‘State of Internet’ – 2014 by Mary Meeker Private & Confidential 14 4

USD billions

3,950 to CAGR : 3-4% 4,100 ▪ Digital Business is becoming a strategic imperative for 1,170 to 3,440 to enterprises to 1,400 3,550 - Compete globally with differentiation advantage - Improve efficiency and effectiveness of business 30% - 450 to operations 80% 35% 60% 2,757 - 650 10% 15% - 25% ▪ Vertical-focused software development in sync with 20% industry trends - 41% of value of car contributed by software (connectivity, active safety, engine management, 15-25% of 80% of new spend traditional spend around digital infotainment) 90% saved by going technologies - 4-9x increase in engineering software in O&G (micro digital seismic analysis, production management, digital oilfield applications) 65% 40% - 26% y-o-y growth in 3D printing software and cataloguing applications in discrete manufacturing industries

2014 Traditional spend New service 2020E 2025E evaporates lines Traditional (1) Digital (2)

Source: Nasscom – Shaping the digital revolution 2015 Notes: (1)Traditional technologies include custom ADM, SI, BPO, IMS, hardware, packaged software & telecom services (2) 15 Digital technologies include social media, mobile applications, bigPrivate data analytics, cloud & (IaaS, Confidential SaaS, BPaaS) and cybersecurity 4

$93bn $104bn 2012 2017

Social Mobile Analytics Cloud

2.8 44 246.8 4.6 4.8 2.3 209.2

4.4

2016 2017 2016 2017 2013 2020 2016 2017 Active social media users (in Number of mobile phone users Data (in zettabytes) Cloud Market (in USD billions) billions) worldwide (in billions) +21% +3% +39% +18% increase in active social increase in mobile phone Annual increase in digital Increase of the Global media users since last year users since last year data we create or copy per Cloud market (in USD year billions) Sources: Statista, We are Social, Gartner, EMC Private & Confidential 16 4

‐

DEAL TARGET DATE ACQUIRER TARGET TARGET DESCRIPTION STATED ACQUISITION RATIONALE / DESCRIPTION VALUE HQ Design and development tech agency with digital experts Up to Jun-17 specialized in retail, supply chain and insurance services Reinforcing focus on digital transformation and expand US footprint $28m solutions A digital services company specialized on video streaming Strategic acquisition to accelerate expertise in digital transformation and Mar-17 NA solutions innovative software development in the media & entertainment sectors Aligned with Globant's unique vision of creating digital journeys, which Nov-16 NA A digital services company involves creation of products that take into account each moment of interaction between the brand and the user Reinforce focus on digital journeys, digital transformation, strategy, user May-16 NA An innovative service design company experience, design and insight Enhance EPAM’s ability to provide digital consulting, architecture and PUREPLAY OPD ACQUIRERS OPD PUREPLAY Jul-15 NA A digital strategy and experience design firm content solutions to customers in North America and beyond A experience design agency helping global brands design Fortifies Zensar’s digital offerings and furthers the company’s ability to Nov-16 NA better, and more relevant, digital products and services for work with CMOs and CDOs to improve outcomes for their customers, and customers to drive innovation through design Up to Specialises in digital transformation and innovation, helping Further strengthen and enable TechM to engage with clients at the start

SYSTEM Jun-16 £45m organisations change the way they engage with customers of the journey and help design customer experience for their businesses Strategic design firm specializing in designing transformative Complement the capabilities of an established design leader with Wipro's Jul-15 $94m product-service experiences engineering heritage and deliver compelling value to clients

INTEGRATORS A provider of digital experience solutions, including mobile Acquisition in line with Infosys’ strategy to help clients bring new digital

OFFSHORE Apr-15 $120m commerce and in-store shopping experiences to large retail experiences to their customers through IP-led tech offerings, automation clients tools and skill and expertise in new emerging areas Reinforce the Group’s user-centered and digital-first experience design A fast-growing digital strategy and experience design Feb-17 NA and strategy services, particularly in North America, and helps address the consultancy growing demand end to end digital services Digital marketing and customer experience agency specializing Expand Cognizant's digital business capabilities in the Netherlands and Nov-16 NA in travel & hospitality, financial services, retail, and B2B sectors across Europe Augments Capgemini Consulting’s ability to define new products, Feb-16 NA An innovation strategy and design firm business transformation and digital customer experience solutions To become a fully integrated end-to-end Digital Transformation Service OPD CAPABILITIES OPD Oct-16 NA UX and interactive design firm (from strategy and UX through to the build and operation of the GLOBAL PLAYERS WITH PLAYERS GLOBAL platform) that helps companies become digital businesses Note: (1)Quotes by Arkadiy Dobkin, CEO – EPAM Systems Inc. Private & Confidential 17 5

▪ Scale enables companies to bid ▪ Improves communication between for larger client projects and clients and delivery teams, better hence is a key driver for CRITICAL PROXIMITY cultural affinity, minimal time zone consolidation in the OPD space MASS TO CLIENTS difference, increases efficiency, reduces complexity and execution risks

M&A – a ▪ Diversification into a new vertical or ACQUISITION ▪ Competitive pressures to deliver high enhancing vertical-specific delivery NEAR- quality service at optimum price OF VERTICAL- tool for capabilities is an important driver of SHORING / points drives OPD players to SPECIFIC M&A activity and can also assist in value OFFSHORING constantly seek to acquire delivery client-acquisition CAPABILITIES capabilities in nearshore jurisdictions creation

▪ Established players efficiently use ACQUISITION ▪ Smaller OPD players can be M&A as a tool to build capabilities be OF TECHNICAL CLIENT attractive targets depending on their it technical or language client profile ▪ Acquisitions help in quickly ramping / LANGUAGE ACQUISITION ▪ Acquisition of clients or deepening up required skill-sets as against an CAPABILITIES existing client relationships is an organic build-out important driver for M&A activity

Private & Confidential 18 5

SOFTWARE ENGINEERING CONSULTING FINANCIAL IT SERVICES ER&D DIGITAL & MEDIA SPECIALISTS FIRMS INVESTORS

Vary depending on size, location, equity stake and other fund- specific investment criteria

▪ Adding capabilities in product ▪ Revenue scale-up ▪ Extend the value ▪ Augment existing ▪ Good opportunity ▪ Superior development and digital space ▪ Diversify into or ramp up chain from pure digital offerings with to enter a fast growth and ▪ Acquisition of marquee enterprise capabilities in specific mechanical OPD capabilities to growing segment high margins clientele and cross selling verticals engineering provide an end-to- ▪ Opportunity to attract services, to OPD end service offering interest from ▪ Capitalize on the superior growth ▪ Adding capabilities in new acquire marquee both large rates (>20%) of the OPD segment technologies and digital space ▪ Acquire ▪ Capture larger share enterprise nearshore or of client’s wallet as clientele international (much higher than growth rates for ▪ Need to diversify away from offshore delivery decision making at as well as other technology services segments) ISV exposure and into centers clients becomes more local financial enterprise clients centralized investors ▪ Geographical diversification of delivery locations

Private & Confidential 19 5

OPD M&A OVERVIEW KEY M&A TRANSACTIONS

Date Target Buyers / Investors Acquirer Rationale ▪ Attractiveness of the outsourced custom software development industry is at a Enhance Altran’s financial profile and client footprint, Nov-17 Aricent Altran peak level; primarily driven by the following market characteristics: improve profitability and cash generation Reinforced software strategy and adds to geographical Sep-17 Global Edge Altran - Strong growth in the sector (strongest within outsourced R&D) due to strength high demand for agile development and niche software talent to deliver Tata Financial Investor – target fast-growing markets and Jun-17 Warburg Pincus increasingly demanding and short time-to-market technology projects, Technologies sectors Strengthen Globant’s capabilities to build products for for Enterprises and ISVs alike Jun-17 PointSource Globant digital transformation - Acquisition of front-end capabilities for digital transformation, and May-17 FDV Consulting Intive Expands business in America, especially in the US UI/UX design Mar-17 derivIT Solutions Luxoft Expands capabilities in capital markets technology area - Ongoing consolidation with strategic acquirers (both standalone and PE- Financial Investor – target fast-growing markets and Jan-17 GlobalLogic CPPIB backed) keen to acquire niche capabilities as well as larger teams to fulfil sectors large work package projects Nov-16 L4 Globant Reinforces focus on digital services - Attractive financial performance of industry leaders with market leading Expands Altran’s outsourced software development and Jul-16 Lohika Altran growth and margins vs. other IT Services segments their Industrialized GlobalShore delivery capabilities Enhances global delivery capabilities and extends Jun-16 Dextrys EPAM - Low cost of debt available in the market place footprint in China Expands European presence and strengthens embedded Jan-16 REC Global GlobalLogic software capabilities ▪ Thus M&A in this sector has seen the following: Dec-15 Ciklum Soros Fund Strategy of targeting fast-growing markets and sectors

- Upward trend in the volume and value of closed transactions in recent Nov-15 Quest Global Bain Capital Strategy of targeting fast-growing markets and sectors years Sep-15 Mobica Inflexion Help accelerate organic growth - Marquee Deals – CPPIB/Global Logic, Altran/Lohika, Harman/ Symphony Blue Star Brings digital transformation platform with new Telelca, CA Technologies /Rally Software, and Bain Capital /Quest Global Sep-15 Infogain Infotech capabilities Complements and expands CA’s strength in the areas of - Continued interest from the Private Equity community – Cornerstone May-15 Rally CA Technologies acquiring IT Kontrakt, EI acquiring Intive, Inflexion acquiring Mobica, DevOps and Management Cloud Symphony Adds scale in software services and gain capabilities Jan-15 Harman Blackstone acquiring Pactera Soros acquiring Ciklum and Apax acquiring Teleca around mobility, analytics, and cloud GlobalLogic Acquires unique Systems of Engagement (SoE) Apr-14 Aditi Symphony Teleca capabilities, design and cloud expertise Minority Transaction (20%) – Strengthens WPPs Jan-13 Globant WPP capabilities Additionnal offshore Global Development Centers and Jan-11 Sierra Atlantic Hitachi expand capabilities of Oracle business Private & Confidential 20 Private & Confidential 21 ▪ CEE region is becoming an increasingly popular destination for near- shoring and a diversification alternative for Western European companies, as well as European divisions of large global companies ▪ Key benefits of near-shoring to the CEE region include – - Minimal time zone difference vis-a-vis Europe, physical proximity to client and ease of travel - Cultural affinity Russia - Easier to find European language capabilities such as French and Estonia German Lavtia - High-quality talent with strong technical skills Lithuania - Improved control over Intellectual Property (IP) within the over- Belarus arching umbrella of the EU Poland - Faster speed to market Czech Slovakia Ukraine - General economic / political stability across the region Republic Moldova ▪ Governments have moved to attract investments through setting up Hungary Slovenia Romania technology parks, providing financial incentives and by promoting STEM Croatia subjects in universities Bosnia Serbia Bulgaria Montenegro Macedonia

Albania

Private & Confidential 22 Population Avg. entry Global IT Players % Tertiary Employment in Rent / m² / Country (in millions) EU / Non-EU level cost / Major Hubs with presence in education 2016(3) BPO month(1) 2016 annum(2) CEE

Minsk: Belarus Hi Tech Belarus 10 Estimated ~33% Non-EU N/A $19k – $24k EPAM, Exadel €16-€28 Park (Minsk)

Sofia: CSC, SAP, HP, Bulgaria 7 EU 18,900 $21k – $26k Sofia 22% €11-€13 Convergys, VMware

Accenture, CSC, HP, Czech Prague: Prague, Brno, EU 40,500 $25k – $30k SAP, Redhat, IBM, Republic 11 12% €13.2-€19.4 Ostrava Infosys

Budapest, Budapest: EPAM, Cognizant, TCS, Hungary EU 45,400 $24k – $29k Debrecen, 10 €12.8-€18 IBM 22% Székesfehérvár Warsaw: Warsaw, Krakow, €18-€22.5 Sabre, Capgemini, Poland EU 150,000 $22k – $27k Tri-city, Lodz, 38 15% Wroclaw: HCL, Luxoft, Xerox Wroclaw €14-€15.5 Accenture, Bucharest, Cluj, Bucharest: Capgemini, Genpact, Romania 20 28% EU 50,900 $23k – $28k Iasi, Timisoara, €14.5-€18 HP, Luxoft, Wipro, Brasov WNS Moscow, St. Moscow: EPAM, Luxoft, IBM, Russia 144 N/A Non-EU N/A $12k – $20k Petersberg, Kazan, €10-€15 Oracle, Microsoft Nizhny Novgorod

Kyiv: Cisco, Oracle, Ukraine N/A Non-EU N/A $18k – $24k Lviv, Kyiv, Kharkiv 43 €12.6-€25.2 Rakuten, Samsung

Sources: Association of Business Service Leaders (Business Services in Central & Eastern Europe – 2015 Notes: (1)Colliers EMEA Office Rents 2016; Russia’s data from realty.kurs-kotirovka.ru (2)Represents the Software Development Employee Cost per Annum – <5 yrs experience; Russia’s data from software-russia.com 23 (3)Represents the % people who have completed their tertiary educationPrivate between age groups& Confidentialof 15 to 64 years Private & Confidential 24 ▪ Ability to sustain larger employee strength is indicative of resilience, quality of service & revenue recurrence Size and growth profile ▪ Although large pureplay OPD players such as EPAM, Luxoft and Globant attract premium valuation multiples vis-à-vis peers, when adjusted for anticipated revenue / margin growth, the multiples tend to be benign

▪ Stable, long-term relationships with top customers, lower client concentration and multi-year SLA-based services contracts (as against project based revenues) Revenue / Customer profile ▪ Low level of dependence on ISV / Start-up clients (typically involving short-term project based work) - EPAM has a stated objective of maintaining ISV revenue in the range of 20% of its total revenues

Historical financials & ▪ Demonstrated historical growth and attractive forecasts backed by secure customer-specific revenues forecasts ▪ Stable margin with well controlled base of direct and indirect costs

▪ Geographies with lower employment cost and high talent availability, while maintaining reasonable levels of wage inflation, are Delivery Centres / Geography preferred delivery locations as this criteria is an important contributor to margin profile

Profitability & margin profile ▪ Ability to generate a recurring and stable level of profitability in line with the market (~15%-20% EBITDA)

Quality of management team ▪ Experience, reputation and market-perception of management team

▪ Critical outsourced teams well integrated into client teams vs. fully outsourced Type of customer engagement ▪ Basic IT services and T&M versus delivering fully outsourced software engineering projects ▪ Pure Time & Material (primarily utilization driven) vs. Business Model ▪ Packaged (Team-based) T&M vs. ▪ Fixed Price Projects (primarily outcome-based) ▪ Utilization rates (for T&M business) Employee Metrics ▪ Attrition % (increasingly important metric as Attrition Rates increase across delivery locations)

Private & Confidential 25 EV / REVENUE INDUSTRY AVERAGES – 2018E EV / EBITDA INDUSTRY AVERAGES – 2018E

Transaction / Size Discount Trading valuation Transaction / Size Discount Trading valuation Transaction valuation 14.7x Transaction valuation 2.5x 2.2x 11.1x 10.7x 10.2x 1.6x 8.7x 1.3x 1.3x ER&D ER&D angle angle Software Software OPD angleOPD Software OPD angleOPD Diversified Software Diversified IT with OPDIT IT with OPDIT Outsourced Outsourced Div. Offshore Div. Div. Offshore Div. Outsourced Development Outsourced Development Global IT Global withIT Global IT Global withIT Development Development REVENUE GROWTH AVERAGES (%) – 2017-18E EBITDA MARGIN AVERAGES (%) – 2018E

19.4% 21.7%

16.7%

11.3% 8.4% 8.8% 10.7% 6.6%

Outsourced Software Diversified Global IT Diversified Offshore ER&D Outsourced Software Diversified Global IT Diversified Offshore ER&D Development with OPD angle IT with OPD angle Development with OPD angle IT with OPD angle

Source: CapIQ as of 08 January 2018 Notes: 1. Outsourced Software development companies include EPAM, Luxoft, Globant and Persistent 2. Diversified Global IT companies include TCS, Cognizant, Infosys, Wipro, Capgemini, HCL and Atos 3. Diversified Offshore IT companies include Tech Mahindra, L&T Tech Services, Mindtree, Virtusa, Cyient, KPIT and Sonata Software 26 4. ER&D companies include Altran, Alten, ÅF AB, Bertrandt, Akka Technologies,PrivateL&T Tech, &Cyient Confidentialand Tata Elxsi Trading Multiples Transaction Multiples Avendus deal case studies OPD players – profiles Avendus Credentials

Private & Confidential 27 Private & Confidential 28 Company MV EV Revenue EBITDA EV / Sales EV / EBITDA P/E EBITDA margin (%) Rev. growth (%) (USDm) (USDm) 2017E 2017E 2017E 2018E 2019E 2017E 2018E 2019E 2018E 2019E 2018E 2019E 2018E 2019E Outsourced Software Development EPAM 6,157 5,669 1,448 258 3.9x 3.2x 2.7x n/m 17.7x 14.8x 26.5x 22.0x 18.2% 18.0% 21.7% 20.4% Luxoft 2,017 1,962 889 132 2.2x 1.9x 1.6x n/m 11.7x 9.6x 17.0x 13.8x 16.0% 16.4% 18.2% 18.6% Globant 1,684 1,648 407 65 4.0x 3.4x 2.8x n/m 19.8x 17.2x 29.8x 24.2x 17.0% 16.4% 20.6% 19.0% Persistent 904 789 481 74 1.6x 1.5x 1.3x 10.6x 8.8x 7.6x 15.4x 13.5x 16.4% 17.0% 12.8% 12.5% Median 1,851 1,805 685 103 3.1x 2.5x 2.1x n/m 14.7x 12.2x 21.8x 17.9x 16.7% 16.7% 19.4% 18.8%

Diversified Global IT with OPD angle TCS 81,861 76,741 19,125 5,119 4.0x 3.7x 3.4x 15.0x 13.8x 12.7x 18.7x 17.2x 26.8% 26.9% 8.4% 8.7% Cognizant 43,427 39,465 14,804 3,052 2.7x 2.4x 2.2x 12.9x 11.2x 9.7x 16.8x 14.6x 21.7% 23.1% 9.4% 8.9% Infosys 35,497 30,065 10,892 2,925 2.8x 2.5x 2.4x 10.3x 9.5x 8.8x 15.2x 14.1x 26.8% 26.7% 8.5% 7.9% Wipro 23,786 20,063 8,651 1,763 2.3x 2.2x 2.1x 11.4x 10.7x 10.0x 16.3x 15.2x 20.7% 21.0% 4.6% 5.8% Capgemini 20,824 23,408 15,224 2,054 1.5x 1.5x 1.4x 11.4x 10.7x 9.8x 16.3x 14.9x 14.0% 14.6% 3.1% 4.3% HCL 19,763 18,761 7,709 1,710 2.4x 2.2x 2.0x 11.0x 9.9x 9.1x 13.6x 12.7x 22.2% 22.1% 11.3% 8.9% Atos 15,920 16,152 15,204 2,023 1.1x 1.0x 1.0x 8.0x 7.7x 7.2x 14.2x 13.1x 13.4% 13.9% 2.9% 2.9% Median 23,786 23,408 14,804 2,054 2.4x 2.2x 2.1x 11.4x 10.7x 9.7x 16.3x 14.6x 21.7% 22.1% 8.4% 7.9%

Diversified Offshore IT with OPD angle Tech Mahindra 8,372 7,291 4,762 688 1.5x 1.4x 1.3x 10.6x 9.3x 8.3x 14.2x 13.1x 15.2% 15.6% 8.8% 9.3% Mindtree 1,636 1,550 845 105 1.8x 1.7x 1.5x 14.7x 12.6x 10.8x 20.1x 17.6x 13.3% 13.9% 10.0% 11.1% Virtusa 1,385 1,448 968 68 1.5x 1.3x 1.2x 21.2x 15.4x 12.1x 23.4x 18.6x 8.6% 9.8% 13.1% 11.7% KPIT 613 578 558 56 1.0x 1.0x 0.9x 10.3x 8.9x 8.6x 15.1x 13.6x 10.7% 10.5% 8.4% 5.9% Sonata Software 449 409 376 35 1.1x 1.0x 0.9x 11.8x 10.2x 9.6x 15.4x 13.8x 10.0% 8.9% 7.2% 17.9% Median 1,385 1,448 845 68 1.5x 1.3x 1.2x 11.8x 10.2x 9.6x 15.4x 13.8x 10.7% 10.5% 8.8% 11.1%

ER&D Altran 3,047 3,507 2,726 315 1.3x 1.2x 1.2x 11.1x 9.9x 8.9x 14.3x 12.8x 12.2% 12.9% 6.3% 5.1% Alten 2,991 2,970 2,331 236 1.3x 1.2x 1.1x 12.6x 11.1x 10.4x 16.8x 15.4x 10.7% 10.9% 6.6% 5.2% ÅF 1,868 2,090 1,538 139 1.4x 1.3x 1.2x 15.0x 13.0x 12.2x 17.3x 16.1x 9.9% 10.1% 5.6% 4.5% L&T Tech Services 1,850 1,807 554 89 3.3x 2.9x 2.5x 20.3x 17.4x 14.9x 23.9x 21.3x 16.5% 17.1% 13.6% 13.0% Bertrandt 1,309 1,400 1,199 119 1.2x 1.1x 1.1x 11.8x 9.9x 8.9x 20.0x 17.8x 11.3% 12.0% 4.5% 4.5% Akka 1,180 1,429 1,570 135 0.9x 0.9x 0.8x 10.6x 8.9x 8.0x 14.1x 12.3x 9.7% 10.3% 5.1% 4.9% Cyient 1,036 909 601 83 1.5x 1.3x 1.2x 11.0x 9.2x 8.0x 14.5x 12.9x 14.6% 15.0% 12.4% 12.1% Tata Elxsi 983 932 212 50 4.4x 3.8x 3.6x 18.8x 16.0x 16.0x 26.7x 23.5x 23.8% 22.3% 15.6% 7.0% Assystem SA 727 819 484 37 1.7x 1.6x 1.5x 22.1x 19.9x 17.9x 16.5x 14.3x 7.9% 8.4% 7.6% 4.3% Median 1,309 1,429 1,199 119 1.4x 1.3x 1.2x 12.6x 11.1x 10.4x 16.8x 15.4x 11.3% 12.0% 6.6% 5.1%

Median 1,868 1,962 1,448 135 1.6x 1.5x 1.4x 11.6x 10.7x 9.7x 16.5x 14.6x 14.6% 15.0% 8.5% 8.7% Max 81,861 76,741 19,125 5,119 4.4x 3.8x 3.6x 22.1x 19.9x 17.9x 29.8x 24.2x 26.8% 26.9% 21.7% 20.4% Min 449 409 212 35 0.9x 0.9x 0.8x 8.0x 7.7x 7.2x 13.6x 12.3x 7.9% 8.4% 2.9% 2.9% Source: All projections have been calculated based on Capital IQ as at 08 January 2018 Current FYE has been taken to be December 2016 Private & Confidential 29 Private & Confidential 30 Implied Implied Implied Transaction LTM LTM Enterprise Enterprise Enterprise Value Buyers / Revenue EBITDA Value Value/LTM Value/LTM Date Target HQ Target Business Description (USDm) Investors (USDm) (USDm) (USDm) Revenue EBITDA

Design and engineering services, primarily serving clients of the Nov-17 communications and technology, semiconductor and software 2,018 582.6 140.7 2,018 3.5x 14.3x industries

Product engineering company specialized in IoT connectivity and Sep-17 47 n/a n/a n/a n/a n/a embedded software

iNTENCE automotive electronics GmbH develops software solutions Jul-17 $8m n/a n/a n/a n/a n/a for the automotive industry.

Clarity Consulting designs, develops, customizes, and implements Jun-17 $9m $27.0m n/a $9m 0.35x n/a enterprise software applications for businesses.

PointSource designs and develops transformative digital solutions Jun-17 $28m n/a n/a $28m n/a n/a for the retail, supply chain, and insurance sectors.

Sources: Capital IQ, Mergermarket Private & Confidential 31 Implied Implied Implied Transaction LTM LTM Enterprise Enterprise Enterprise Value Buyers / Revenue EBITDA Value Value/LTM Value/LTM Date Target HQ Target Business Description (USDm) Investors (USDm) (USDm) (USDm) Revenue EBITDA Provider of engineering services outsourcing, product lifecycle Jun-17 management software solutions, and enterprise resource $360m 225 n/a 837 3.7x n/a management services

May-17 FDV Solutions designs and develops software solutions. n/a n/a n/a n/a n/a n/a

Smile provides open source solutions to companies and institutions Apr-17 $51m $81.7m n/a n/a 1.33x n/a in France and internationally.

IT Kontrakt specializes in outsourcing of IT specialists who carry out Apr-17 projects related to development and implementation of modern $38m $50.0m n/a $39.8m n/a n/a technologies for business.

Difier provides information technology support services as wells Apr-17 Difier S.A n/a n/a n/a n/a n/a n/a develops software products.

derivIT provides information technology consulting services to the Mar-17 capital markets technology area across Singapore, Malaysia, n/a n/a n/a n/a n/a n/a Australia, the Middle East, India, and China.

Mar-17 Ratio Interactive provides digital agency services for brands. n/a n/a n/a n/a n/a n/a

Intropro provides product development, engineering, and software Feb-17 $28m n/a n/a $28m n/a n/a development consulting services.

Sources: Capital IQ, Mergermarket Private & Confidential 32 Implied Implied Implied Transaction LTM LTM Enterprise Enterprise Enterprise Value Buyers / Revenue EBITDA Value Value/LTM Value/LTM Date Target HQ Target Business Description (USDm) Investors (USDm) (USDm) (USDm) Revenue EBITDA GlobalLogic provides full-lifecycle product development services to Jan-17 $720.0m $450m n/a $1,500m 3.33x 16.7x customers worldwide (undisclosed minority stake)

L4 Mobile provides digital products consulting, design, Nov-16 $20m n/a n/a $20m n/a n/a development, and quality assurance services worldwide.

Butler America Aerospace provides engineering, IT, BPO, application Oct-16 development, staffing, health care, and fleet services for aerospace, $85m $85.4m n/a $85m 1.00x n/a defense, and federal markets in the United States.

Pactera Technology provides consulting and technology services in Oct-16 $675m $777m n/a n/a n/a n/a the People’s Republic of China.

Pelagicore develops and licenses open source software applications Sep-16 $19m $6.4m ($0.6m) $19m 3.00x n/m in automotive infotainment industry.

Softline Group engages in software licensing and provision of IT Aug-16 $40m n/a n/a n/a n/a n/a services to customers in various industries worldwide.

Jul-16 Lohika Systems provides software development services. n/a $50.0m n/a n/a n/a n/a

Excelian is a technology consultancy that provides technology and IT Jul-16 $21m $58m $2 m $21m 0.40x 10.4x services to financial services and commodities industries.

INSYS develops specialized solutions with a primary focus on the Jul-16 $71m n/a n/a $71m n/a n/a healthcare, pharmaceuticals & biotech, and telecom sectors.

Jun-16 Dextrys provides software engineering and application services. n/a n/a n/a n/a n/a n/a

Sources: Capital IQ, Mergermarket Private & Confidential 33 Implied Implied Implied Transaction LTM LTM Enterprise Enterprise Enterprise Value Buyers / Revenue EBITDA Value Value/LTM Value/LTM Date Target HQ Target Business Description (USDm) Investors (USDm) (USDm) (USDm) Revenue EBITDA Estonia-based company that operates as a software development Employees of Jun-16 $17m $51.0m $4m $34m 0.70x 8.1x company. Nortal

Softvision Consulting provides outsourced software development Jun-16 services to startup companies and Fortune 500 companies $150m $60m $17m $150m 2.50x 8.6x worldwide.

We Are London operates as a customer experience and service May-16 n/a n/a n/a n/a n/a n/a design consultancy.

Geometric provides software and engineering services primarily in Apr-16 $192m $173m $16m $192m 1.11x 11.8x India, the United States, Europe, and the Asia Pacific. (Certain Assets) Symtavision provides timing-analysis solutions for processors, Feb-16 control-units, buses, and integration for the automotive and n/a n/a n/a n/a n/a n/a consumer electronics markets.

Acamica operates as an online, web, and mobile microlearning Feb-16 n/a n/a n/a n/a n/a n/a platform.

REC Global is a software engineering company providing R&D Jan-16 software services, custom software solutions and consultancy n/a n/a n/a n/a n/a n/a expertise to companies across the globe.

Dec-15 QuEST Global Services is an engineering services company. $325m n/a n/a $1,300m n/a n/a

Ciklum ApS operates as an information technology (IT) outsourcing Nov-15 n/a n/a n/a n/a n/a n/a company specializing in nearshore software development in Ukraine.

Alliance Global Services LLC provides software design, development, Nov-15 $52m n/a n/a $52m n/a n/a and quality management services.

Sources: Capital IQ, Mergermarket Private & Confidential 34 Implied Implied Implied Transaction LTM LTM Enterprise Enterprise Enterprise Value Buyers / Revenue EBITDA Value Value/LTM Value/LTM Date Target HQ Target Business Description (USDm) Investors (USDm) (USDm) (USDm) Revenue EBITDA Königstein Beratungsgesellschaft für EDV-Dienstleistungen Mbh Oct-15 $4m n/a n/a $5m n/a n/a provides IT recruitment services.

Mobica provides software development and integration services. Sep-15 n/a n/a n/a n/a n/a n/a including UI / UX, QA, testing, and professional engineering services.

Blue Star Infotech is a global provider of product development Sep-15 services, enterprise solutions and services, travel technology $32m $42m $5m $37.6m 0.89x 7.4x solutions and testing services.

NavigationArts provides Web and application design and Jul-15 $29m n/a n/a $27m n/a n/a development consulting services.

Rally Software provides cloud-based solutions for the management May-15 $539m $93m ($28m) $471m 5.09x n/m of Agile software development worldwide.

Clarice Technologies designs and develops various software products May-15 on desktop, Web, tablet, smartphones, and TV platforms by using $20m $8m $3m $20m 2.60x 7.9x the latest technologies and frameworks.

Bluestar Mar-15 Peru Bluestar Energy (n.k.a Globant Peru) develops software solutions. $1m n/a n/a $1m n/a n/a Energy

Symphony Teleco Corporation Connected Services Corporation Jan-15 $780m $370.0m n/a $780m 2.11x n/a provides software services for the connected world.

Sources: Capital IQ, Mergermarket Private & Confidential 35 Private & Confidential 36 TRANSACTION HIGHLIGHTS ACQUIRER PROFILE TARGET PROFILE

▪ Announced: Jan 2018 ▪ Arrow Electronics Limited is an NYSE listed ▪ Founded in 1995, eInfochips has over 1,500 employees spread across India, US and Japan, ▪ Consideration: Undisclosed Fortune 118 company specialising in distribution and value added solutions to users of electronic offering OPD services encompassing silicon ▪ Multiples: Undisclosed components and enterprise computing solutions design & verification services to software product ▪ Offer: All-cash development services to large Fortune 500 ▪ Has made a decisive push to undergo a digital ▪ Engagement type: Sell-Side companies transformation in the last 2 years ▪ Sector: Product Engineering Services ▪ Arrow.com is their fastest growing channel ▪ Strong focus on IoT, video management and ▪ Avendus role: Advisor to eInfochips ▪ Is one of the largest technology media cloud based services companies in the world ▪ Strong focus on IoT – with its patented sensor- to-sunset offering

▪ eInfochips was looking to partner with a global major to diversify its client base, mine its existing marquee client base and to monetise its investments in software platforms for connected devices THESIS CLIENT ▪ Opportunity for the promoter and long term employees of the company (beneficiaries of an ESOP plan) to get liquidity

▪ A very selective and refined outreach was undertaken to ensure discussion with probable buyers ▪ Five serious suitors - three strategic and two private equities players

RESULT ▪ Strong conviction that the selected partner offered significant synergies for future growth of the company acquired ▪ Ran a tight, controlled auction process with only a handful of very probable potential suitors ▪ Prepared the company, well in advance, by way of completing a financial, tax and legal VDD prior to launch of deal; advised on various structuring aspects of a complex cross-border transaction, including a tender offer in the US for ROLE minority shareholders AVENDUS Undisclosed ▪ Managed to conclude the entire deal, from marketing to closing, in a short-timeframe of 6 months

▪ By joining Arrow, eInfochips becomes part of a Fortune 118 company with a global reach in 90 countries and a long- Advisor to eInfochips standing commitment to guiding innovation in the sphere of connected devices ▪ DEAL The combined entity plans to deliver complex and connected IoT solutions and technologies across multiple cloud platforms to their complementary client base and using synergistic delivery locations RATIONALE Private & Confidential 37 TRANSACTION HIGHLIGHTS ACQUIRER PROFILE TARGET PROFILE

▪ Announced: July 2016 ▪ Altran Technologies offers engineering consulting ▪ Founded in 2001, Lohika is a premium software engineering services firm whose highly ▪ Consideration: Undisclosed services for the creation and development of new products and services in France and experienced teams provide s/w development ▪ Multiples: EV/LTM sales: Undisclosed internationally solutions to leading technology companies EV/LTM EBIT: Undisclosed ▪ The company provides various services in the ▪ Lohika is active in North America with ▪ Offer: All-cash areas of intelligent systems, innovative product experienced delivery teams in Ukraine and ▪ Engagement type: Sell-Side development, lifecycle experience, mechanical Romania comprising of 700+ software engineers ▪ Sector: Outsourced Software Development engineering, and information systems ▪ Customers range from technology majors to fast ▪ Avendus role: Advisor to Lohika growing start-ups which are 100% reference-able

▪ The shareholders of the company were looking for a strategic partner to grow their US presence on the back of large clients and thereby scale up their revenue profile by delivering a broader range of service offerings CLIENT SITUATION

▪ Evaluated and pre-marketed to a large number of prospective buyers in the US, Europe, India as well as a number of Global Private Equity ▪ Received multiple indications of interest from both strategic and private equity buyers

acquired RESULT ▪ Successful negotiation of transaction documentation on terms satisfactory to the client

▪ Avendus ran a competitive process with over 100 investors, of which 15-20 had management meetings resulting in multiple offers. Investors included both international and domestic strategic players and top-tier sponsors

ROLE ▪ Avendus ran an efficient two stage deal process and seamlessly coordinated a globally distributed deal team across

Undisclosed AVENDUS the US (both West and East coast), Europe (France, Ukraine and Romania) and India ▪ The combination of Lohika with Altran will create a superior value proposition, enabling the Group to reach a Advisor to Lohika leadership position in software product development on the US West Coast ▪ The USA becomes the second largest region for Altran DEAL ▪ Lohika will expand and diversify Altran’s Industrialized GlobalShore© delivery capabilities RATIONALE

Private & Confidential 38 TRANSACTION HIGHLIGHTS ACQUIRER PROFILE TARGET PROFILE

▪ Announced: January 2016 ▪ Infogain provides front-end, customer-facing ▪ A technology consulting and services company ▪ Consideration: $27m technologies, processes and applications that lead with 30+ years of full life cycle product engineering ▪ Multiples: EV/LTM sales: Undisclosed to a more efficient and streamlined customer experience with 30+ customers served in TMT experience for enterprises across the globe sector ▪ EV/LTM EBIT: Undisclosed ▪ Infogain is backed by Private Equity house ▪ Strong focus on travel and hospitality segments ▪ Offer: All-cash ChrysCapital, a major Indian Private Equity house and deep domain expertise in the hospitality ▪ Engagement type: Sell-side with ~$3bn assets under management sector; developing a foothold into attractive ▪ Sector: Outsourced software development adjacent segments like payments and loyalty ▪ Avendus role: Advisor to Blue Star Infotech

▪ Blue Star Infotech’s (BSIL) parent company, the Blue Star Group, was looking to sell off the non-core IT business and merge the residual real estate business of BSIL back with the Blue Star CLIENT SITUATION

▪ The conclusion of the process ended with 2 formal bidders, one US-based and one European

acquired RESULT

▪ Avendus originated the idea of double flip as a white paper to Chrys Capital. As a part of this transaction, Chrys Capital acquired Infogain first and then Infogain acquired the IT business of Blue Star Infotech ▪ Team successfully helped with complex structuring process involving a slump sale for a listed company ROLE ▪ AVENDUS Negotiated management incentive plan and aligned incentive of entrepreneur, management & other shareholders $27m

▪ The combined entity will have revenue of over $150 million, close to 4,000 employees and multiple global delivery Advisor to Blue Star Infotech centres ▪ It will provide customers with digital transformation platform with capabilities in cloud, mobility, SAP, analytics, product DEAL engineering and test automation from locations in the US, the UK, Middle East, Singapore, Malaysia and India RATIONALE

Private & Confidential 39 TRANSACTION HIGHLIGHTS ACQUIRER PROFILE TARGET PROFILE

▪ Announced: December 2014 ▪ Symphony Teleca Corporation provides software ▪ A focused platform of scale in the outsourced ▪ Consideration: $74m product development, big data integration and software development segment with a favourable ▪ Multiples: EV/LTM sales: Undisclosed analytics services to ISVs, mobile and connected position vis-à-vis competition systems OEMs, and enterprises in all key verticals ▪ EV/LTM EBIT: 10.5x ▪ Robust India-based offshore platform with over 10 ▪ In April 2015, Symphony Teleca was acquired by years of experience developing solutions for ▪ Offer: All-cash Harman International leading ISVs in a global delivery model, giving ▪ Engagement type: Sell-side clients tangible economic benefits ▪ Sector: Outsourced software development ▪ Significant business potential from ISVs/ Product ▪ Avendus role: Advisor to Aditi Companies seeking migration to .NET platforms

▪ Aditi Technologies had reached a certain revenue size and was looking to scale up its operations through a partnership with a global major CLIENT SITUATION

▪ The conclusion of the process ended with 2 formal bidders, one US-based and one India-based

acquired RESULT

▪ Worked closely with final counterparties to close out on most commercial, legal and structuring aspects of the deal prior to the selection of the final bidder and awarding exclusivity to ensure smooth process execution

ROLE ▪ Demonstrated resilience and perseverance by ensuring both parties stay interested and committed to consummating the deal, over a lengthy deal execution cycle $74m AVENDUS

▪ With this acquisition, STC extends its leadership in innovation to drive clients’ revenue growth by being able to uniquely Advisor to Aditi deliver Systems of Engagement (SoE) ▪ Aditi will serve as a strategic growth lever for STC through its design and cloud expertise, complementing STC’s DEAL engineering, mobile and analytics capabilities RATIONALE

Private & Confidential 40 Private & Confidential 41 Global provider of software product engineering, technology consulting and digital expertise

Corporate Information Board & Management Investors

Headquarters Newtown, USA Professional Professional Title ProfessionalMorgan Stanley InvestmentProfessional Management Title 8.7% Founded 1993 Dobkin, Arkadiy CEO & President DobkinThe Vanguard, Arkadiy Group CEO & President 7.7% Number of Employees 22,383 Conte, Anthony Advisor Conte,Fmr Llc Anthony Advisor 6.2% Reporting Currency USD Peterson, Jason CFO Peterson,Blackrock Jason CFO 5.8% Revenue $1.2bn (FY16) J.P. Morgan Asset Management 5.8% EBITDA $170m (FY16) Shekhter, Elaina CMO Shekhter, Elaina CMO Market Cap $6.2bn (08/01/2018) Fejes, Balaz Co-Head Global Business FejesMassachusetts, Balaz FinancialCo Services-Head Global Business4.0% Business Description Rev by Industry Rev by Geography

▪ EPAM is a global provider of software product engineering, technology consulting and digital expertise. Its Financial Services 2% offerings include: Travel & 7% North America 4% Consumer 9% 25% − Software Product Development: Product research, customer experience design and prototyping, Software & Hi- Europe $1.2bn Tech $1.2bn 36% program management, component design and integration, full lifecycle software testing, product Media & Ent. 15% (FY16) (FY16) 58% deployment, managed services, as well as porting and cross-platform migration CIS Healthcare 23% 21% APAC − Custom Application Development Services: Includes user experience design, component design and Emerging Verticals integration, quality assurance and testing and legacy apps reengineering/refactoring − Application Testing Services: Include software application testing; testing for enterprise IT, as well as Financials (in USDm) defect management; and consulting services − Enterprise Application Platforms: Services in the areas of ERP, CRM, content management, business intelligence, e-commerce, mobile, SaaS, and cloud deployment CAGR $1.8bn 25% − Application Maintenance and Support: Includes incident management, fault investigation, application $1.4bn bug fixes, release management, application enhancements & 3rd-party maintenance $1.2bn $0.9bn − Infrastructure Management Services: End-to-end management services across network management, $0.7bn database, servers etc. 17.8% 18.2% Clients 15.7% 15.5% 14.7% Dec-14 Dec-15 Dec-16 Dec-17E Dec-18E Revenue EBITDA margin, %

Sources: Capital IQ, Company website, One Source, Avendus Research Private & Confidential 42 The Company has grown significantly through numerous acquisitions in 2014 and 2015

120 8 February 2012: 20 March 2014: 6 June 2014: 22 June 2016: 12 Announced its IPO Acquired New York- Acquired GGA Software Acquired Dextrys, a China- of 6.0m shares at based Netsoft USA, a Services, a US-based based global provider of 691% $12.0 per share healthcare technology healthcare & life sciences software engineering and consulting firm service provider application services 100 16 November 2015: 23 May 2012: Acquired Alliance Global Services, Acquired Toronto- a US-based software product 9 based Thoughtcorp, 30 April 2014: development services firm a IT Consultancy and Acquired China-based 80 Software Solution services firm Jointech

Provider millions in Volume

18 December 2012: 60 13 July 2015: 6 Acquired Empathy Acquired NavigationArts, a Lab, a digital strategy US-based a digital strategy and multi-channel 02 November 2017: and experience design firm experience design firm Reports Q3 Sep 2017 results. 40 31 October 2014: Revenue up 26.6% y-o-y Adj. EPS up 7.9% y-o-y

Share Price Share Price in $ (rebased to EPAM) Acquired Great Fridays, a UK-based product and 3 service design group 104% 20 14.0

-- -- Feb-12 Dec-12 Oct-13 Aug-14 Jun-15 May-16 Mar-17 Jan-18

Volume traded EPAM S&P 500 43 Sources: Capital IQ as of 08 January 2018 Company website, One Source, AvendusPrivate Research & Confidential Global Provider Of High-end Vertical Focused Software & Product Solutions

Corporate Information Board & Management Investors

Headquarters Zug, Switzerland Professional Professional Title ProfessionalFmr LLC Professional Title 6.6% Founded 2000 Loschinin, Dmitry CEO & President DobkinWasatch, Arkadiy Advisors CEO & President 5.1% Number of Employees 13,090 Fetisov, Evgeny CFP Conte,Morgan Anthony Stanley InvestmentAdvisor Management 4.0% Reporting Currency USD Friedland, Michael COO Peterson,M&G Investment Jason ManagementCFO 3.4% Revenue $785.6m (FY17) Blackrock 2.6% EBITDA $133.8m (FY17) Ziabkina, Natasha General Counsel Shekhter, Elaina CMO Market Cap $2.0bn (08/01/2018) Plaia, Alina VP FejesJ.P. Morgan, Balaz Asset ManagementCo-Head Global Business2.4% Business Description Rev by Industry Rev by Geography

1% ▪ Luxoft is a provider of software development services and innovative IT solutions to a global client base of Financial Services 9% North America 3% 6% 5% more than 150 clients Europe (excl. UK) Automotive 34% 9% $786m UK $786m ▪ The company has Centers of Expertise (CoE) dedicated to R&D of each vertical focused domain practice. Its Telecom 27% offerings include: (FY17) Russia (FY17) Technology 14% 62% APAC − Financial Services: Upgradation of systems & processes for regulatory & reporting purposes, risk Other management, data centralization, mobile technologies, transformation of internet based services Other 30% − Automotive and Transport: Solutions in fuel efficiency, EVs, infotainment, human-machine interfaces, ADAS and connected cars Financials (in USDm) − Travel and Aviation: Mobile based application development, big data processing, analytics, visualization, mobile booking systems, in-flight entertainment CAGR − Technology: Product engineering that cover entire technology stack – services mainly in the area of IoT, $1.1bn embedded software, media processing algorithms, cloud based services and mobile apps 20% $0.9bn − Telecom: Services offered in the areas of Software Defined Networking (SDN) and Network Function $0.8bn Visualization (NFV) $0.7bn $0.5bn − Energy: Services in the areas of green/renewable technologies; solutions for operational efficiency

19.0% 19.0% Clients 17.0% 15.6% 16.0%

Mar-15 Mar-16 Mar-17 Mar-18E Mar-19E Revenue EBITDA margin, % Sources: Capital IQ, Company website, One Source, Avendus Research Private & Confidential 44 The Company has seen significant growth primarily through strategic acquisitions

90 26 June 2013: 7 October 2014: 13 September 2016: 23 March 2017: 28 September 2017: 12 Announced its IPO Acquired Radius, a Acquired Pelagicore AB, a Sweden-based Acquired derivIT, a Acquired Unafortis, of 4.1m shares at U.S.- based solution provider of software platforms and services Singapore-based Swiss-based wealth $17.0 per share provider focused on for In-Vehicle Infotainment Systems financial services- management 80 the IoT industry focused technology consultancy consulting provider 18 February 2015: 70 Acquired Excelian, a 7 July 2014: UK-based systems 9

) Acquired Mecel Populus integrator and tech Suite, a complete tool chain consulting company 60 for designing, developing, 189% Luxoft

and deploying user interfaces millions in Volume for distributed embedded 50 systems, from Mecel AB

23 February 2016: 18 July 2016: 1 February 2017: 6 40 Acquired Symtavision Acquired INSYS Group, Acquired IntroPro, GmbH, a provider of an IT Management and an engineering automotive software tools Technology Consulting consultancy 72% and consulting services Firm 30 Share Price Share Price in $ (rebased to 20.4 3 20 16 November 2017: Reported Q2 Sep 2017 results. Revenue up 16.1% y-o-y Adj. EPS up 3.2% y-o-y 10

-- -- Jun-13 Feb-14 Oct-14 Jun-15 Jan-16 Sep-16 May-17 Jan-18

Volume traded Luxoft S&P 500 45 Sources: Capital IQ as of 08 January 2018, Company website, One Source, AvendusPrivate Research & Confidential Global provider of software product engineering, technology consulting and digital expertise

Corporate Information Board & Management Investors

Headquarters Luxembourg Professional Professional Title ProfessionalCapital Research & ManagementProfessional Company Title 8.6% Founded 2003 Migoya, Martín Chairman & CEO DobkinMorgan, Arkadiy Stanley InvestmentCEO & Management President 8.3% Number of Employees 6,223 Nocetti, Néstor Co- Founder & EVP Conte,J.P. Morgan Anthony Asset ManagementAdvisor 6.2% Reporting Currency USD Scannapieco, Alejandro CFO Peterson,Riverbridge JasonPartners CFO 4.6% Revenue $323m (FY 16) Waddell & Reed Investment Management 4.6% EBITDA $61m (FY 16) Englebienne, Guibert CTO Shekhter, Elaina CMO Market Cap $1.7bn (08/01/2018) Kanefsck, Natalia CAO FejesWellington, Balaz ManagementCo -GroupHead Global Business3.9% Business Description Rev by Industry Rev by Geography

▪ Globant is an Argentina based company, providing IT services with strong focus on digital technologies. Its Media & Ent. 11% 9% 21% North offerings include: Travel 10% 13% America − Consumer Experience: API management, e-commerce solutions, omni-channel experiences Financial Serv. $323m Latam and $323m Tech & Telecom (FY16) Others (FY16) − Gaming: Graphics engineering, game engineering, gaming experience, digital platform services 16% 20% Professional Serv. Europe 81% − Big Data: Scalable platforms and data integration, data architecture, visualization, data science 19% Others − Quality Engineering: Testing centre, test automation, mobile testing, load & performance testing − Enterprise Consumerization: Talent management, cloud development, enterprise operations Financials (in USDm) − UX Design: Service design, user experience design, industrial design and visual design − Mobile: Native development, product development, enterprise mobility − Cloud Ops: Services around cloud operations and enabling DevOps culture CAGR $0.5bn − Wearables and Internet of Things: Wearable application usability and interface design etc. 25% $0.4bn − Continuous Evolution: IT service management, software evolution, software archaeology $0.3bn $0.3bn − Digital Content: Content management systems, e-learning solutions, digital marketing services $0.2bn − Cognitive Computing: Rules engine, machine learning, and artificial intelligence based services 18.9% 16.0% 17.0% Clients 14.4% 12.3% Dec-14 Dec-15 Dec-16 Dec-17E Dec-18E Revenue EBITDA margin, %

Sources: Capital IQ, Company website, One Source, Avendus Research Private & Confidential 46 The Company has constantly beaten the benchmark index with c.314% return since trading inception

50 14 May 2015: 24 May 2016: 16 November2017: 12 Acquired Clarice Technologies, Acquired WAE, a Reports Q3 Sep 2017 results an outsourced software service design Revenue up 33.2% y-o-y 314% 45 development company company Adj. EPS up 13.3% y-o-y

40 27 March 2015: Announced a secondary 9 ) offering of 3.5m shares 35 at $18.5 per share 14 November 2016: Acquired Seattle-based Globant Volume in millions in Volume 30 L4, a digital services company 18 July 2014: Announced its IPO 25 6 of 5.85m shares at 1 March 2017: $10.0 per share Acquired Ratio, a 20 9 July 2015: digital services 1 June 2017: Announced a secondary company Acquired PointSource, offering of 3.5m shares another digital services 15 at $28.3 per share company 39% Share Price Share Price in $ (rebased to 11.3 3 10

5

-- -- Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17 Jul-17 Jan-18

Volume traded Globant S&P 500 47 Sources: Capital IQ as of 08 January 2018, Company website, One Source, AvendusPrivate Research & Confidential Private & Confidential 48 M&A Transactions Private Equity Transactions with deal value of with deal value of USD 4.5 Bn USD6.4Bn since 2007 including ~60 since 2007 cross border transactions 100 119

Structured Credit Transactions Employees Globally with deal value of One of the largest 30 200+ USD680 Mn since 2007 investment banking Avendus teams in India Assets under management in our Wealth USD1.4 USD150 Assets under management through Management business, 300+ families Bn Fact Sheet Mn our Technology and Public Funds

Global Presence Consistently ranked among top with offices in 6 cities, 3 countries Investment Banks in India Registered with FINRA in US & Financial by deal count Conduct Authority (FCA) in UK Avendus KKR Strategic Relation – Long term partners to provide one stop shop for financial advisory services to entrepreneurs

STRONG TRACK RECORD OF CLOSING M&A AND PE SYNDICATION DEALS WINNER OF SEVERAL AWARDS AND RECOGNITION Number of deals Sell side / PE Buy side

CY 14 23 1

CY 15 25 2 Investment Bank Of The Asia’s 150 Most Investment Banker Of CY 16 22 1 Year Promising Brands– 2014 The Year – 2009 Private Equity- 2015 YTD CY17 20 1

The deals / figures mentioned above are across all Avendus Group Entities globally Private & Confidential 49 ENTERPRISE TECHNOLOGY AND SERVICES DIGITAL MEDIA & TECHNOLOGY CONSUMER, FIG & BUSINESS SERVICES

Technology, IT enabled Services, Business Process Software & Hardware Technology platforms, Manufacturing & Services companies in Food & Outsourcing (BPO), Knowledge Process Outsourcing Internet, Digital Media, Communication Tech, Beverages, Retail, Media, Business Services, (KPO), Analytics Mobile Apps & Value added Services (VAS) Education, Logistics & Financial Services

Has acquired Has acquired Has acquired Private Equity Has Acquired Private Equity Private Equity Private Equity Private Equity

Undisclosed Undisclosed Undisclosed $56 Mn Undisclosed $50 Mn $60 Mn $140 Mn $100 Mn Advisor to: eInfochips Advisor to: Laserline Advisor to: Lohika Advisor to: M&M Advisor to: TechProcess Advisor to: BYJU Advisor to: Utkarsh Adviser to: TCNS Advisor to: Ujjivan Jan-18 July 2017 August 2016 March 2017 February 2017 September 2016 October 2016 August 2016 March 2015

INDUSTRIALS LIFE SCIENCES / HEALTHCARE INFRASTRUCTURE

Manufacturing & Services companies across Generic Pharma, Contract Research & Power, Roads & Construction, Ports, Renewable Automotive, Heavy machinery, ancillary equipment, Manufacturing, Clinical Research (CRO), API & Energy, Mining, Real Estate, Leisure & Commercial Capital Goods, Transportation, Renewables & Formulations, Agri-Inputs & Indian care providers Process Industries

Has acquired Has acquired Has Acquired Private Equity Private Equity Acquired majority stake Private Equity Private Equity Private Equity

Undisclosed Undisclosed Undisclosed $43 Mn Undisclosed Undisclosed $25 Mn Undisclosed $150 Mn Advisor to: Borosil Advisor to: Borosil Advisor to: Filtra Advisor to: Paras Advisor to: Devidayal Advisor to: Devidayal Advisor to: Pristine Advisor to: Diligent Advisor to: Diligent July 2016 January 2016 January 2016 July 2017 September 2015 March 2011 January 2015 April 2013 May 2011

Private & Confidential 50 Deal Segmentation1 » Have advised on ~100 transactions in the Enterprise Technology and Services space

» Global team of 20 professionals based out of US, Europe and Asia 23% » Strong track record of running successful global sale processes • Lutech – One Equity Partners (’17), Mastek – TAISTech (‘16), Altran – Lohika (‘16), E2Open – 77% Orchestro (‘16), Infogain – Bluestar Infotech (‘16), Everstone / Solmark – Servion (’14),

Symphony Teleca – Aditi (‘14), Moody’s – Amba (’13), Webhelp – HEROtsc (’13), EXL – OPI M&A PE Syndication (‘11)

» Have advised on some of the largest M&A transactions in the global Enterprise Technology and Services Strong Sell / Buy-Side Experience1 space in the last few years

• CVC – SPI Global, Mphasis - Digital Risk, Serco - Intelenet, iGate - Patni, Mahindra - Satyam 35%

» Deep domain expertise enables us to provide theme based advisory by identifying future trends 65% • Up-to-date view on the strategic thinking of key players in the space, given a rich and extensive relationship network in the sector Sellside Buyside • Thought leadership in the Enterprise Technology and Services industry

Avendus IT-BPO Employee Geography Split Avendus Publications

24% 53% 24%

Outsourced Product Cloud Services UI/UX & Digital Global Analytics Healthcare Technology Development Transformation Industry Services US Europe India

1) Since Jan 2008 by number of deals Private & Confidential 51 Month Seller Acquirer Geography1 Month Seller Acquirer Geography1 Jan-18(2) eInfochips C Arrow Electronics India – US Feb 13 HEROtsc C Webhelp UK – France Dec-17 VisionaryRCM C Carlyle India – India Feb 13 SPi Global CVC C Philippines-UK/HK Aug-17 Tech Vulcan Synapse C India – US Dec 12 Digital Risk MphasiS C US – India Jul-17 Lutech / LaserLineC One Equity Partners Italy – US Jul 12 Vertex's Public Sector Serco C UK – UK Dec 16 TAISTech C Mastek US – India May 12 Agilyst eClerx C US – India Aug 16 Lohika C Altran US – France May 12 Promax Wipro C Australia – India Jun 16 Orchestro C E2open US – US Nov 11 Laserwords SPi Global C India – Philippines Oct 15 BlueStar IT business C Infogain India – US Jul 11 Nagarro C Allgeier Holding AG US – Germany Aug 15 CrossView C PFSweb US – US Jul 11 Intelenet Serco C India – UK Apr 15 CLX Europe eClerx C Italy – India May 11 OPI C EXL US – US Jan 15 Sofgen C Tech Mahindra Switzerland – India May 11 SYSTIME C KPIT US – India Jan 15 Rangsons Electronics Cyient C India – India Jan 11 Patni C iGate India – US Dec 14 3i Infotech (W Europe) C Objectway SpA UK – Italy Jan 11 WCI Consulting Take Solutions C UK – India Dec 14 Zeon Solutions C Perficient US – US Aug 10 Venture Infotek C Atos Origin India – France Dec 14 Aditi C Symphony Teleca India – US Feb 10 SMS C Genpact US – US Dec 14 Servion C Everstone, Solmark India – Singapore Nov 09 Sparta consulting C KPIT US – India Sep 14 Apex Analytix C Carousel Capital US – US Apr 09 Satyam C Tech Mahindra India – India Aug 14 Professional Access C Zensar Technologies US – India Dec 08 Infovision C Serco India – UK May 14 I-Cubed KPIT C US – India Nov 08 CMS C Blackstone India – US Dec 13 Amba Research C Moody’s Corporation India – US Mar 08 STG C Mastek US – India May 13 Learn2Perform KPIT C US – India Dec 07 Datalinx C Aricent US – US

Avendus has advised on 60+ M&A and buy-out transactions since 2006 in the enterprise technology and services space » Executed deal sizes ranging between $25 Mn – $1.2 Bn

(1) Geography as seller – acquirer; (C) Indicates Avendus’ client; The above deals are a representative list of deals 52 (2) Pending closure Private & Confidential Month Assets Global Bidders Investor Avendus’ Experience In Positioning Assets & Running Complex Processes Jan-18 1 eInfochips 1 US, 2 fund Arrow Electronics Dec-17 VisionaryRCM 1 fund Carlyle » Satyam – Tech Mahindra: Successfully positioned & sold Satyam as a scaled up, offshore Technology asset despite the Jul-17 Lutech 1 Europe, 2 funds One Equity Partners lack of credible financial info & turmoil at the company Dec-16 TAISTech 3 US, 1 India Mastek Aug-16 Lohika 2 Europe, 1 US, 1 India, 2 PE Altran » Atos Origin – Venture Infotek: Ran a competitive process, Jun-16 Orchestro 3 US, 2 PE E2open reaching out to over 30 companies globally and receiving Oct-15 BlueStar Infotech 1 US, 1 Europe Infogain offers from 6 parties. Maintained competitive pressure till the Aug-15 CrossView 2 US PFSweb end to maximize shareholder value Jan-15 SOFGEN 1 Europe, 2 Asia Tech Mahindra Jan-15 Zeon Solutions 2 US, 1 Asia, 1 fund Perficient Dec-14 Servion 2 US, 1 Australia, 1 Asia, 2 PE Everstone/Solmark Avendus’ Experience In Bringing Out -of-the-Box Investor Ideas To The Table Apr-14 Aditi 1 US, 3 Asia Symphony Teleca Dec-13 Amba Research 2 US, 3 Asia Moody’s Corp. » eInfochips – Arrow: Sold an Indian engineering solutions company to an American electronics distribution and value Jun-13 Fractal Analytics 4 US, 1 Canada, 6 Asia TA Associates added services player Feb-13 HEROtsc 1 US, 4 Europe Webhelp May-11 OPI Global 1 US, 3 Asia ExlService Jan-11 Patni Computers 3 Asian, 5 funds iGate » Lifetree – Tecnomen: Sold an Indian telecom solutions Aug-10 Venture Infotek 2 Europe, 2 US, 2 Asia Atos Origin company to a Finnish strategic buyer Feb-10 SMS 1 US, 3 Asia Genpact May-09 Lifetree 1 Europe TECNOMEN Apr-09 Satyam 2 Asian, 1 fund Tech Mahindra Dec-08 Infovision 1 Europe, 2 Asia Serco » Nagarro – Allgeier: Identified that European players with lack of offshore capabilities will be the most likely buyers Mar-08 STG 2 US, 1 Asia Mastek Sep-07 Datalinx 2 US, 1 Asia Aricent Sep-07 SCICOM 1 US, 2 Asia SAIC Sep-07 Metamor 1 US, 1 Europe, 3 Asia Ciber » InfoVision – Serco: Identified Serco, without any India presence rd Mar-07 Focus Informatics 2 US, 1 Europe, 1 Asia Nuance at that time as a likely buyer for InfoVision the 3 largest India domestic focused BPO at the time » We have a history of running very competitive mandates with more than three non binding offers in most transactions » Our typical closing rates for transactions is in the 60% range (1) Pending closure Private & Confidential 53 • DOMAIN EXPERTISE & KNOWLEDGE LED ADVISORY SERVICES

• Domain Expertise & Thought Leadership: » Deep insights into strategic priorities of Enterprise Technology and Services majors in India, US and Europe through board level relationships » Strong understanding of deal drivers through extensive coverage of global and domestic companies • Strong Research Based Sector Knowledge: » Dedicated India, US & Europe geographic research teams covering the Enterprise Technology and Services sector comprehensively » Continuous engagement with IT consortiums such as NASSCOM provides an extra edge in accurately predicting the sector trends

• Our Research Reports Have Actively Promoted Transactions In The Areas Covered:

Has acquired Has acquired Has acquired Has acquired Private Equity

Undisclosed $40 Mn $91 Mn $36 Mn $25 Mn Advisor to: Vertex Advisor to: InfoVision Advisor to: OPI Advisor to: Wipro Advisor to: Fractal September 2010 December 2008 May 2011 May 2012 June 2013

Private & Confidential 54 » Avendus Enterprise Technology and Services practice comprises of 20+ professionals based out of USA, Europe & India, with advisor based out of Japan

EXECUTIVE MANAGEMENT SENIOR ADVISOR

GAURAV DEEPAK, CO-FOUNDER AND MANAGING KAUSHAL AGGARWAL, CO-FOUNDER AND EISUKE SAKAKIBARA, MEMBER DIRECTOR MANAGING DIRECTOR ADVISORY COUNCIL » Heads Investment Banking and oversees the Real » Heads Institutional Equities and oversees the IT, » Served as Japan’s Vice Estate, Consumer & Industrial practice and Europe ECM, Structured Finance and US operations Minister of Finance and operations » 18+ years of experience in Investment banking & International Affairs » 18+ years of experience in Investment banking, Equity Equity Capital Markets » Held multiple positions with Capital Markets & Private Placements » Worked with Kotak Mahindra and CEA prior to the Govt. of Japan » Worked with ICICI prior to founding Avendus founding Avendus » Key advisor to the » B.Tech. from IIT, Kanpur and PGDM from IIM, Calcutta » B.Tech. from IIT, Delhi and PGDM from IIM, Democratic Party of Japan Bangalore

GLOBAL INTEGRATED IT / BPO TEAM

PUNEET SHIVAM, ED & HEAD – US & CO-HEAD – BPO ABHINAV GOEL, Director » 18+ years of experience in financial services & consulting » Has worked with the Enterprise Technology and Services group at » Was Board Member and Head of Management Consulting at Inductis, a Avendus for 8+ years US US boutique management consulting firm, prior to joining Avendus » B.Tech. from IIT Kanpur and PGDM from IIM Lucknow » B.Tech and M.E.M from IIT, Kanpur and PGDM from IIM, Ahmedabad

AMIT SINGH, ED & HEAD- TECHNOLOGY & CO-HEAD – BPO SHOBHIT JAIN, VP » 18+ years of experience in investment banking & technology industry » 12+ years of experience in investment banking of which 5+ years

» Worked with Cambridge Technology Partners and PwC prior to joining India experience in technology and media industry

India Avendus » Worked at Kotak Investment Bank prior to joining Avendus » B.E. from BITS (Pilani) and PGDM from XIM, Bhubaneswar » Qualified Chartered Accountant

DEEPAK BHANDARI, HEAD OF EUROPE JEROME GLYNN SMITH, VP » 20+ years of experience between UK and India » 8+ years of investment banking experience » Previously worked as the head of TMT coverage for Barclays Investment » Previously worked with Deloitte Corporate Finance and J.P. Morgan Banking (India) and as a Generalist at UBS (London) Investment Banking Europe Europe » Qualified Chartered Accountant & MBA from London Business School » M.B.A. from ESCP-EAP, European School of Management & PGPM from Indian Institute of Management, Lucknow

Private & Confidential 55 acquired acquired acquired acquired acquired acquired acquired

Undisclosed Undisclosed Undisclosed Undisclosed Undisclosed AdvisorUndisclosed to TechProcess $35m Advisor to eInfochips Advisor to VRCM Advisor to Synapse Advisor to Laserline Advisor to SVG Advisor to TechProcess Advisor to Amagi Jan 2018 Dec 2017 August 2017 July 2017 April 2017 January 2017 December 2016

acquired acquired acquired invested in acquired acquired acquired

Undisclosed Undisclosed Undisclosed $32m $28m $38m $25m Advisor to TAISTech Advisor to Orchestro Advisor to Lohika Advisor to Lendingkart Advisor to BSIL AdvisorAdvisor to to CrossView Crossview Advisor to eClerx December 2016 July 2016 July 2016 June 2016 January 2016 August 2015 April 2015

acquired acquired acquired acquired invested in acquired acquired (W.-Eur.)

Undisclosed Undisclosed Undisclosed Undisclosed Undisclosed Undisclosed $110m Advisor to Sofgen Advisor to 3i Infotech Advisor to Zeon Advisor to PA Advisor to Fractal Advisor to CVC Advisor to HeroTSC January 2015 December 2014 December 2014 August 2014 June 2013 February 2013 February 2013

Private & Confidential 56 IL&FS Financial Centre, C & 901-B, Time Tower, M.G.Road, The Millennia Tower, A - D Quadrant - 6th Floor Gurgaon, Haryana – 122002 10th Floor, No 1 & 2, Murphy Bandra-Kurla Complex, Road, Ulsoor Bangalore - 560 Bandra (East), Mumbai - 008 400 051

Regus Business Centre, PS Avendus Capital (U.K.), Avendus Capital Inc., 499 Arcadia, Office No 927, 9th Private Limited33, St James's Park Avenue, 12th Floor, Floor, Unit No.C, 4A, Camac Square, London SW1Y 4JS New York, NY 10022 Street, Kolkata – 700 016

Avendus Capital Private Limited : CIN : U99999MH1999PTC123358 | SEBI Registration no. : Merchant Banking - INM000011021 | Avendus Wealth Management Private Limited : CIN : U67120MH2008PTC179931 | SEBI Registration no.: PMS - INP000003625 | SEC - USA : CRD No. 156771 | Avendus Capital, Inc: FINRA-USA: CRD No. – 150160 | Avendus Capital(UK) Private Limited: Authorised and regulated by the Financial Conduct Authority (493919) | Avezo Advisors Pvt. Ltd.: CIN: U74120MH2014PTC255373 | SEBI Registration No. Portfolio Manager - INP000004607 | Manager to SEBI registered Category - I Alternative Investment Fund - Zodius Technology Fund - IN/AIF1/14-15/0126 | Manager to SEBI registered Category III Alternative Investment Fund- Avendus India Opportunities Fund III - IN/AIF3/12-13/0033 Private & Confidential 57 This document is being furnished to you by Avendus Capital Private Limited for itself and its affiliates strictly on a confidential basis. The document is for informational purposes only and should not be regarded as an offer to sell, or offer for subscription, or as a solicitation of an offer to buy the securities or other investments mentioned in it. This information profile has been provided to its recipient upon the express understanding that the information contained herein, or made available in connection with any further investigation, is strictly confidential and is intended for the exclusive use of its recipient. It shall not be photocopied, reproduced and/or distributed to others at any time without prior written consent.

This document is neither a prospectus nor an invitation to subscribe to securities or other investments. Nothing in this document is intended to constitute legal, tax, securities or investment advice, or opinion regarding the appropriateness of any investment, or a solicitation for any product or service. The information herein is subject to change without notice. Avendus Capital Private Limited does not represent that any information, including any third party information, is accurate or complete and it should not be relied upon without proper investigation on the part of the investor/s.

Neither Avendus Capital Private Limited nor its affiliates nor any of its officers or employees accept any liability whatsoever for any direct or consequential loss arising from any use of this publication