Enterprise Data & Analytics June www.MarlinLLC.com M&A INVESTMENT BANKINGSTRATEGICAND ADVISORY TOTECHNOLOGY,THE S E T A I C O S S A & N I L R A M 2016 INFORMATION HEALTHCAREAND INDUSTRIES E T A D T P E U K R A M & s c a i t t a y D l a e n s A i r p r e t n E © Marlin & Associates Holdings LLC, All All ReservedRight LLC,Holdings Associates & Marlin© Washington, D.C. SanFrancisco New New York Toronto DEAR CLIENTS AND FRIENDS, Why is m&a hot in EDA when public company values are down? Our June 2016 Market Update

Welcome to our latest report on values and trends in the Enterprise Data and Analytics space (“EDA”). As you will see, merger & acquisition activity in the EDA space continues to be strong – and m&a values high – in spite of the recent decline in market value for several publicly listed companies in this space. In fact, over the past few weeks we’ve seen several $1 billion+ acquisitions of public companies, including

. Vista Equity (San Francisco, CA) agreed to acquire Marketo (NASDAQ:MKTO) for $1.7bn in cash; . Salesforce (NYSE:CRM) agreed to acquire Demandware (NYSE:DWRE) for $2.9bn in cash; and . Thoma Bravo (Chicago, IL) agreed to acquire (NASDAQ:QLIK) for $3bn in cash.

These were three strong companies acquired by one stronger/larger one (Salesforce) and two well respected firms. It’s a sign of confidence in turbulent times. And these three were not the only transactions this month. See the report that follows for information on the acquisitions of Argus Media, Market Metrics / Matrix Solutions, RigData and more.

As you will see in the following report, valuations in the EDA space are strong by most rational standards – the public companies we track average 4.6x LTM revenue and 17.6x LTM EBITDA. Nevertheless, some in the sector bemoan the fact that average sector valuations dropped earlier this year following disappointing earnings and concerns over slowing top-line growth. That’s life. Values are driven by expectations for future growth, when those expectations are high, values are high – and vice versa. Expectations for growth in the EDA sector are still quite strong – and that’s part of why m&a values are strong – even if the public company values are not as strong for some firms. Further, the EDA sector has matured a lot over the past three years and that too often leads to consolidation opportunities. We are aware of several EDA firms that are exploring strategic alternatives. They should go for high prices.

The aforementioned acquired public companies (Marketo, Demandware, and Qlik) were subject to significant share price declines in Q1’16. Nevertheless, the acquirers all saw past the short-term market movements and paid premium valuations to acquire premium businesses. We expect to see more deals like this in the not distant future.

EDA Sectors (Indexed to 100) Marketo, Demandware, Qlik (Indexed to 100)

110 140

100 120

90 100 80 80 70 60 60

50 40

DASF DASE DAS PFDA Marketo Demandware Qlik Offer price

We expect continued m&a and investment interest in the EDA sector. The participants check multiple boxes for acquirers and investors: cloud-based, fast growing, large total addressable market (TAM), and in markets with attractive tailwinds that should support future growth. We are active in the enterprise data & analytics space and are excited that the market continues to be strong for these businesses. We would be happy to discuss how we could help your business achieve its strategic goals – please do not hesitate to contact me or Jeff Trongone, our resident expert. Sincerely,

Kenneth B. Marlin | Managing Partner Marlin & Associates | www.marlinllc.com Author | The Marine Corps Way to Win on Wall Street

Marlin & Associates is one of the most active firms advising buyers and sellers of U.S. and international middle-market firms that provide software, data, and related services. The firm is based in New York City, with offices in San Francisco, CA, Washington, D.C., and Toronto, Canada. It has been the recipient of numerous awards including “Boutique Investment Bank of the Year,” “Middle-Market Investment Bank of the Year,” "Middle-Market Financing Agent of the Year – Equity," and “TMT Advisory Bank of the Year.” Marlin & Associates' team of professionals has advised over 200 information- technology transactions. JUNE 2016

MARLIN & ASSOCIATES: MARKET UPDATE Enterprise Data & Analytics Enterprise Data & Analytics is a broad industry containing several sectors that encompass the large and growing data assets used and generated by businesses, along with the related analytics that enhance insight and drive better business decisions.

03 Sector Comparison Snapshot

04 Sector Analyses

04 Data Analytics Services (DAS)

05 Data Analytics Software – Enterprise (DAS-E)

06 Data Analytics Software – Focused (DAS-F)

07 Proprietary Financial Data Analytics (PFDA)

08 Capital Raising Activity Trends

09 Merger & Acquisition Activity Trends

Source: Marlin & Associates, Capital IQ and Public sources. All market and operating data is sourced as of 4/30/14. These companies are a sample of firms in the sector as M&A defines it, and do not comprise a comprehensive list of all firms in the sector. M&A calculates mean and median multiples for the sector using data from a set of firms that it believes to be reasonable and which may not be identical to the set reflected above 02 JUNE 2016

ENTERPRISE DATA & ANALYTICS Sector Comparison Snapshot:

Enterprise Value / Revenue

DAS

DAS-E

DAS-F

PFDA

0x 2x 4x 6x

2015E EV/Revenue LTM EV/Revenue 2016E EV/Revenue

Enterprise Value / EBITDA

DAS

DAS-E

DAS-F

PFDA

0x 5x 10x 15x 20x 25x 30x

2015E EV/EBITDA LTM EV/EBITDA 2016E EV/EBITDA

Source: Marlin & Associates, Capital IQ and Public sources. All market and operating data is sourced as of 5/31/16. These companies are a sample of firms in the sector as M&A defines it, and do not comprise a comprehensive list of all firms in the sector. M&A calculates mean and median multiples using data from a set of firms that it believes to be reasonable and which may not be identical to the set reflected above. 03 JUNE 2016

DATA ANALYTICS SERVICES The Data Analytics Services (DAS) sector consists of information providers that sell data, analytics, and information services to a broad array of institutions (primarily non-financial).

Company Market Enterprise EV / Revenue EV / EBITDA Revenue Growth EBITDA Margin (USD millions) Cap Value CY2015A CY2016E CY2015A CY2016E CY2015A CY2016E CY2015A CY2016E

Reed Elsevier (RELX Group) 75,542 80,914 9.1x 8.9x 26.5x 25.3x 5% 3% 34% 35% Nielsen 19,498 26,936 4.4x 4.2x 18.0x 13.6x (2%) 4% 24% 31% Wolters Kluw er 12,033 14,060 2.9x 2.9x 11.2x 11.1x 15% 2% 26% 26% Pearson 9,845 9,361 1.4x 1.5x 9.2x 8.6x (2%) (2%) 16% 17% Gartner 8,482 8,985 4.2x 3.7x 25.4x 19.2x 7% 13% 16% 19% IHS 8,370 11,307 5.2x 4.8x 19.9x 14.3x 5% 8% 26% 34% Informa 6,514 7,813 4.5x 4.2x 14.5x 13.1x 7% 5% 31% 32% UBM 3,849 4,586 4.1x 4.0x 16.0x 13.9x 40% 3% 26% 29% Euromoney Institutional Investor 1,725 1,671 2.9x 2.9x 7.0x 11.1x (1%) (2%) 41% 26% comScore 1,277 1,163 3.2x 2.2x 31.3x 9.3x 12% 42% 10% 24% Forrester Research 660 537 1.7x 1.6x 16.6x 14.3x 1% 4% 10% 11% Trim Mean 7,955 9,542 3.7x 3.4x 17.5x 13.3x 5% 4% 23% 26% Median 8,370 8,985 4.1x 3.7x 16.6x 13.6x 5% 4% 26% 26%

Public Market Valuation Trends

5 Year LTM Revenue & EBITDA Multiples 5 Year M&A DAS vs. S&P 500, base = 100

6.0x 21.0x 180

5.0x 18.0x 160

4.0x 15.0x 140 3.0x 12.0x 120

2.0x

EV / EBITDAEV EV / Revenue EV 9.0x 100 1.0x

0.0x 6.0x 80 Jun-11 Jun-12 Jun-13 Jun-14 Jun-15 Jun-16 Jun-11 Jun-12 Jun-13 Jun-14 Jun-15 Jun-16

DAS EV / LTM Revenue DAS EV / LTM EBITDA S&P 500 M&A DAS Index

Market Commentary

The DAS price index increased with the S&P 500 in May, led by Gartner, whose stock prices increased by 17% following reported strong earnings growth. The m&a landscape has been quiet following the industry shaping transaction in March where IHS, provider of research and analytics to the energy, transportation and technology, media, and telecommunications industries, agreed to merge with Markit, provider of financial data and software, with a combined equity value of $13 billion. The DAS sector consists of many firms growing less than 10% per year, but that offer highly scalable data assets, and therefore trade at enterprise value multiples of 3.4x 2016E revenue and 13.3x 2016E EBITDA, on average. In 2016, on average, the group is expected to grow revenue by 4% and generate EBITDA margins of 26%. Over the last five years, the DAS index’s growth has been roughly in line with the broad market.

Source: Marlin & Associates, Capital IQ and Public sources. All market and operating data is sourced as of 5/31/16. These companies are a sample of firms in the sector as M&A defines it, and do not comprise a comprehensive list of all firms in the sector. M&A calculates mean and median multiples using data from a set of firms that it believes to be reasonable and which may not be identical to the set reflected above. 04 JUNE 2016

DATA ANALYTICS SOFTWARE – ENTERPRISE The Data Analytics Software – Enterprise (DAS-E) sector consists of enterprise software vendors that have significant, but not a preponderance of sales relating to analytics software.

Company Market Enterprise EV / Revenue EV / EBITDA Revenue Growth EBITDA Margin (USD millions) Cap Value CY2015A CY2016E CY2015A CY2016E CY2015A CY2016E CY2015A CY2016E

Oracle 171,091 160,896 4.3x 4.3x 10.6x 9.4x (3%) (0%) 41% 46% IBM 148,262 179,097 2.2x 2.3x 8.9x 9.4x (12%) (3%) 25% 24% SAP 100,525 103,435 4.4x 4.2x 16.0x 12.3x 18% 5% 27% 34% Salesforce 54,353 54,388 8.2x 6.6x nm 33.4x 24% 24% 7% 20% CA Technologies 12,052 11,332 2.8x 2.8x 9.2x 7.2x (7%) 0% 31% 39% NetSuite 6,857 6,757 9.1x 7.0x na n/a 33% 30% na 9% NICE Systems 3,643 3,292 3.6x 3.3x 14.7x 11.5x 6% 8% 24% 29% Softw are AG 2,296 2,241 2.3x 2.2x 7.6x 7.1x 2% 1% 30% 31% Trim Mean 54,282 56,683 4.2x 3.9x 10.9x 10.0x 7% 6% 27% 29% Median 33,202 32,860 3.9x 3.7x 9.9x 9.4x 4% 3% 27% 30%

Public Market Valuation Trends

5 Year M&A DAS-E Index vs. S&P 500, base = 100 5 Year LTM Revenue & EBITDA Multiples

6.0x 24.0x 200

5.0x 23.0x 180

4.0x 22.0x 160

3.0x 21.0x 140

2.0x 20.0x 120

EV / EBITDAEV EV / Revenue EV 1.0x 19.0x 100

0.0x 18.0x 80 Jun-11 Jun-12 Jun-13 Jun-14 Jun-15 Jun-16 Jun-11 Jun-12 Jun-13 Jun-14 Jun-15 Jun-16

DAS-E EV / LTM Revenue DAS-E EV / LTM EBITDA S&P 500 M&A DAS-E Index

Market Commentary

The DAS-E price index performed roughly in line with the market in May. Salesforce was an active acquirer in May, announcing its agreement to acquire Demandware for $2.9 billion in cash (a 56% premium to prior day’s trading price). The transaction valued Demandware at an implied enterprise value of $2.7 billion or 10.5x LTM revenue. The DAS-E sector consists of several mature technology firms with enterprise value multiples of 3.9x 2016E revenue and 10.0x 2016E EBITDA, on average. In 2016, on average, this group is expected to grow revenue by 6%, and to remain very profitable with 29% EBITDA margins. For most of the past five years, the average share price growth of the DAS-E index has lagged the broader market, driven largely by flat EBITDA growth. However, in 2016, stock prices in this sector have climbed at a faster rate than the broad market and are now only marginally behind the S&P 500 over the 5 year period.

Source: Marlin & Associates, Capital IQ and Public sources. All market and operating data is sourced as of 5/31/16. These companies are a sample of firms in the sector as M&A defines it, and do not comprise a comprehensive list of all firms in the sector. M&A calculates mean and median multiples using data from a set of firms that it believes to be reasonable and which may not be identical to the set reflected above. 05 JUNE 2016

DATA ANALYTICS SOFTWARE – FOCUSED The Data Analytics Software – Focused (DAS-F) sector consists of companies that primarily sell data analytics software.

Company Market Enterprise EV / Revenue EV / EBITDA Revenue Growth EBITDA Margin (USD millions) Cap Value CY2015A CY2016E CY2015A CY2016E CY2015A CY2016E CY2015A CY2016E

Splunk 7,554 6,532 9.8x 7.3x na nm 48% 34% na 8% Open Text 7,142 7,834 4.3x 4.1x 14.9x 11.6x (2%) 4% 29% 36% Tableau Softw are 3,827 3,019 4.6x 3.6x na 30.2x 58% 30% na 12% Qlik Technologies 2,696 2,326 3.8x 3.3x nm 30.2x 10% 16% 1% 11% Microstrategy 2,141 1,605 3.0x 3.0x 10.8x 9.5x (9%) (1%) 28% 32% Verint Systems 2,075 2,413 2.1x 2.1x 17.3x 8.8x 0% (0%) 12% 24% Hortonw orks 486 362 3.0x 1.9x na na 165% 57% na na Trim Mean 3,576 3,179 3.7x 3.2x 14.9x 17.1x 23% 17% 20% 20% Median 2,696 2,413 3.8x 3.3x 14.9x 11.6x 10% 16% 20% 18%

Public Market Valuation Trends

5 Year LTM Revenue & EBITDA Multiples[1] 5 Year M&A DAS-F Index[1] vs. S&P 500, base = 100

10.0x 64.0x 200

56.0x 180 8.0x 48.0x 160 6.0x 40.0x 140 4.0x 32.0x 120

24.0x / EBITDAEV EV / Revenue EV 2.0x 16.0x 100

0.0x 8.0x 80 Jun-11 Jun-12 Jun-13 Jun-14 Jun-15 Jun-16 Jun-11 Jun-12 Jun-13 Jun-14 Jun-15 Jun-16

DAS-F EV / LTM Revenue DAS-F EV / LTM EBITDA S&P 500 M&A DAS-F Index

Market Commentary

The DAS-F price index continued to rebound from February lows in May, once again outpacing the S&P 500, led by Splunk (up 10.5%). Qlik, who in March engaged with an investment banker, agreed to sell itself to Private Equity firm Thoma Bravo for $30.50 per share, or $3 billion in cash. The DAS-F sector is fast growing and consists of firms that, on average, trade at 3.2x 2016E revenue and 17.1x 2016E EBITDA. The group’s revenue multiples are led by Splunk (trading at 7.3x 2016E revenue and expecting 34% 2016E revenue growth) and Tableau (trading at 3.6x 2016E revenue and expecting 30.2% 2016E revenue growth). In 2016, on average, the group is expected to grow revenue 17% and generate 20% EBITDA margins. Over the last five years, the DAS- F price index has grown roughly in line with the broad market.

Source: Marlin & Associates, Capital IQ and Public sources. All market and operating data is sourced as of 5/31/16. These companies are a sample of firms in the sector as M&A defines it, and do not comprise a comprehensive list of all firms in the sector. M&A calculates mean and median multiples using data from a set of firms that it believes to be reasonable and which may not be identical to the set reflected above. 06 JUNE 2016

PROPRIETARY FINANCIAL DATA ANALYTICS The Proprietary Financial Data Analytics (PFDA) sector consists of companies that derive a substantial portion of revenue from selling data and information services to financial institutions.

Company Market Enterprise EV / Revenue EV / EBITDA Revenue Growth EBITDA Margin (USD millions) Cap Value CY2015A CY2016E CY2015A CY2016E CY2015A CY2016E CY2015A CY2016E

Thomson Reuters 32,669 41,224 3.4x 3.6x 15.9x 12.9x (3%) (7%) 21% 28% S&P Global 29,876 33,185 6.2x 5.9x 15.0x 13.9x 5% 6% 42% 42% Moody's 19,521 21,083 6.1x 6.0x 13.3x 13.3x 5% 1% 46% 45% Experian 17,168 20,092 4.3x 4.4x 11.2x 12.5x (5%) (3%) 38% 36% Equifax 15,188 18,206 6.8x 5.8x 19.9x 16.7x 9% 17% 34% 35% Verisk Analytics 13,614 16,460 8.0x 8.2x 17.4x 16.1x 18% (3%) 46% 51% MSCI 7,979 9,114 8.5x 7.9x 18.9x 16.6x 8% 7% 45% 48% CoStar Group 6,690 6,578 9.2x 7.8x nm 26.9x 24% 18% 13% 29% FactSet Research Systems 6,607 6,709 6.5x 5.8x 18.1x 16.0x 10% 12% 36% 36% Dun & Bradstreet 4,619 6,011 3.7x 3.5x 14.0x 12.2x 3% 5% 26% 29% Morningstar 3,639 3,488 4.4x 4.3x 13.7x 13.5x 4% 2% 32% 32% FICO 3,595 4,121 4.9x 4.7x 21.1x 20.6x 7% 4% 23% 23% CoreLogic 3,351 4,461 2.9x 2.4x 13.8x 9.3x 9% 22% 21% 26% Trim Mean 11,681 13,274 5.7x 5.4x 16.0x 14.9x 7% 6% 33% 35% Median 7,979 9,114 6.1x 5.8x 15.5x 13.9x 7% 5% 34% 35%

Public Market Valuation Trends

5 Year LTM Revenue & EBITDA Multiples 5 Year M&A PFDA Index vs. S&P 500, base = 100

10.0x 18.0x 230

8.0x 16.0x 200

6.0x 14.0x 170

4.0x 12.0x 140

EV / EBITDAEV EV / Revenue EV 2.0x 10.0x 110

0.0x 8.0x 80 Jun-11 Jun-12 Jun-13 Jun-14 Jun-15 Jun-16 Jun-11 Jun-12 Jun-13 Jun-14 Jun-15 Jun-16

PFDA EV / LTM Revenue PFDA EV / LTM EBITDA S&P 500 M&A PFDA Index

Market Commentary

Over the last five years, the PFDA index’s price growth has outpaced the broad market by 60 points, driven by the strong stock performance of companies like CoStar (up 230%+), Moody’s (up 150%+), Equifax (up 240%+), and FICO (up 300%+). In May, the sector outpaced the market and saw significant m&a activity (see page 9) including S&P Global Platt’s acquisition of RigData and Morningstar’s acquisition of InvestSoft Technology. Companies in the PFDA sector offer highly scalable data assets, and trade at enterprise value multiples of 5.4x 2016E revenue and 14.9x 2016E EBITDA, on average. In 2016, on average, the group is expected to grow revenue by 6% and generate EBITDA margins of 35%.

Source: Marlin & Associates, Capital IQ and Public sources. All market and operating data is sourced as of 5/31/16. These companies are a sample of firms in the sector as M&A defines it, and do not comprise a comprehensive list of all firms in the sector. M&A calculates mean and median multiples using data from a set of firms that it believes to be reasonable and which may not be identical to the set reflected above. 07 JUNE 2016

RECENT CAPITAL RAISES Below is a selection of recent capital raises in the Enterprise Data & Analytics Industry.

Date Acquirer(s) / Target / Issuer Description Announced Investor(s)

Bregal Sagemount (New York, NY) made a significant growth investment in STEELE Compliance Solutions, provider of third party 6/6/2016 management software and due diligence investigation services. This investment fits with Bregal Sagemount’s growth strategy towards firms focused on technology-driven business services, data, and software.

Seismic Software (Solana Beach, CA) raised $40mm in a Series C funding round led by General Atlantic. The transaction included 5/25/16 participation from existing investors, JMI Equity and Jackson Square Ventures.

Maana (San Juan Capistrano, CA) raised $26mm in a Series B funding round led by Aramco Energy Ventures. Maana offers an advanced analytics platform that operationalizes insights into line-of-business applications. Existing investors GE Ventures, Chevron 5/3/16 Technology Ventures, Intel Capital and Frost Data Capital also participated in this round, bringing the total funding to date to more than $40mm.

Anomali (Redwood City, CA) raised $30mm in Series C round led by Institutional Venture Partners and included returning investors General 4/21/16 Catalyst Partners, Paladin Capital Group and GV. Anomali delivers early detection and identification of network threats by correlating millions of threat indicators against real time activity logs.

Rapid Ratings International (New York, NY) raised growth funding from LLR Partners. Rapid Ratings provides a predictive view of a 4/20/16 company’s financial stability, operating efficiency and default probability.

Persado (New York, NY) raised $30mm in a series C funding round led by Goldman Sachs with participation from existing investors. 4/19/16 Persado’s platform employs natural language processing and machine learning algorithms to generate a combination of content to motivate an audience in real-time.

SOASTA (Mountain View, CA) raised $30mm in debt funding. SOASTA provides cloud testing, performance testing, real user 3/24/16 monitoring, web and mobile application testing and website monitoring solutions for digital businesses.

Domo (American Fork, UT) raised $131mm in a Series D round led by existing investors BlackRock and Credit Suisse. The round valued the 3/24/16 company at $2bn. In addition to the funding, Domo has also announced a new investment program that will seek to commit up to $50mm in capital to companies developing on their application cloud.

HG Data (Santa Barbara, CA) raised $12mm in a Series B round from Updata Partners, Rincon Venture Partners and Epic Ventures. The 3/22/16 company has raised $23mm to date. The latest funding supports company growth in product, dataset and revenue.

Source: Marlin & Associates, Capital IQ and Public sources. All market and operating data is sourced as of 4/30/14. These companies are a sample of firms in the sector as M&A defines it, and do not comprise a comprehensive list of all firms in the sector. M&A calculates mean and median multiples for the sector using data from a set of firms that it believes to be reasonable and which may not be identical to the set reflected above 08 JUNE 2016

RECENT MERGERS & ACQUISITIONS Below is a selection of recent mergers & acquisitions in the Enterprise Data & Analytics Industry.

Date Acquirer(s) / Target / Issuer Description Announced Investor(s)

Thoma Bravo, a private equity firm, acquired Qlik Technologies (NASDAQ:QLIK) for $3bn in cash ($30.50 per share, 40% above the 6/2/16 average share price over a ten-day period prior to March 3rd of this year.) Qlik is now trading at 3.3x 2016E revenue and expecting 16% 2016E revenue growth.

S&P Global Platts, a division of S&P Global (NYSE:SPGI) acquired RigData, a provider of information on rig activity for North American 6/2/16 natural gas and oil markets, for an undisclosed sum. The transaction will help S&P Global Platts enhance their energy and commodity trade analytics.

Salesforce (NYSE:CRM) agreed to acquire Demandware (NYSE:DWRE) for $2.9bn in cash (a 56% premium to prior day’s trading price). The transaction valued Demandware at an implied 6/1/16 enterprise value of $2.7bn or 10.5x LTM revenue. Demandware provides enterprise-class commerce solutions that enable customers to develop and execute on complex digital commerce strategies.

Morningstar (NASDAQ:MORN) acquired InvestSoft Technology for an undisclosed sum. InvestSoft is a leading provider of fixed income 5/31/16 analytics, primarily through its BondPro Fixed-Income Calculation Engine which provides more than 130 analytic and accounting calculations.

Vista Equity (San Francisco, CA) agreed to acquire Marketo (Nasdaq:MKTO) for $1.7bn in cash. The transaction valued Marketo 5/31/16 at an implied enterprise value of $1.7bn or 7.5x LTM revenue. Marketo provides cloud-based engagement marketing software.

Bregal Sagemount (New York, NY) acquired Discovery Data from Ipreo for an undisclosed sum. Discovery Data is a leading provider of data on retail financial services industry firms and professionals. 5/25/16 Bregal Sagemount helped facilitate the combination of Discovery Data with Meridian-IQ, a provider of online databases and advisor market information.

Asset International (New York, NY) agreed to acquire Market Metrics and Matrix Solutions from FactSet Research Systems for approximately $175mm. The purchase price included $165mm up 5/23/16 front and an additional $10mm earn-out. Market Metrics and Matrix Solutions comprised FactSet’s market research business focused on advisor-sold investments and insurance.

General Atlantic (New York, NY) agreed to acquire a majority stake in Argus Media in a deal reported to value the company at 5/23/16 approximately £1bn ($1.4bn). The deal will provide liquidity to the family of Argus founder Jan Nasmyth.

Innodata (NASDAQ:INOD) agreed to acquire the assets of PR Newswire’s US and UK Agility business. The divestiture of Agility is 5/13/16 conditioned on PR Newswire successfully completing antitrust review of its sale to Cision from UBM, announced in December 2015.

Microsoft (NASDAQ:MSFT) acquired IoT platform Solair (Bologna, Italy) for an undisclosed sum. Microsoft plans to integrate Solair’s 5/3/16 technology into the existing Azure IoT Suite in order to enhance their complete IoT offering for the enterprise.

Source: Marlin & Associates, Capital IQ and Public sources. All market and operating data is sourced as of 4/30/14. These companies are a sample of firms in the sector as M&A defines it, and do not comprise a comprehensive list of all firms in the sector. M&A calculates mean and median multiples for the sector using data from a set of firms that it believes to be reasonable and which may not be identical to the set reflected above 09 JUNE 2016

CLIENTS CHOOSE M&A TO ADVISE THEM ON THEIR IMPORTANT STRATEGIC MOVES

We chose the Marlin team because they best understood our business and its fit in the overall market. Their consultative, strategic, hands-on approach guided us through a complex process and helped us avoid mistakes we undoubtedly would have made without their guidance and experience.”

Perry Harris President, Varden Technologies

Ne w York , NY B oston, MA San Mateo, CA Singapore Campbe ll, CA has bee n acquire d by has bee n acquire d by received a strategic received an investment from investment from has secured an early stage funding round

Palo Alto, CA Windsor, CT Tokyo, Japan Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as exclusive Marlin & Associates acted as exclusive Marlin & Associates acted as exclusive strategic and financial advisor strategic and financial advisor strategic and financial advisor exclusive strategic and financial exclusive strategic and financial to Alacra, Inc. to Trunomi. to Varden Technologies Inc. advisor to Xignite. advisor to Crayon Data.

New York, NY

has invested in

Dublin, Ireland

Marlin & Associates acted as strategic and financial advisor to Aquiline Capital Partners.

Note: Not a complete list 10 JUNE 2016 MARLIN AND ASSOCIATES: WHO WE ARE

OUR SENIOR TEAM BRINGS EXTENSIVE DEPTH, BREADTH AND INDUSTRY EXPERTISE TO OUR CLIENTS

Founder and Managing Partner of M&A Chief Operating Officer of M&A • Twice named to II’s Tech 50 • 20+ years of M&A experience advising • Member Market Data Hall of Fame technology and PE firms, globally • MD Veronis Suhler Stevenson • VP Business Development at FactSet • CEO of Telesphere Corporation • M&A attorney of Skadden, Arps, Slate, • CEO of Telekurs (NA) Meagher and Flom • EVP Bridge Information systems • CFO of JCF Group • SVP at Dun & Bradstreet • MBA from Columbia Business School • BA from the University of California (Irvine) • J.D. from Fordham Law School • MBA from UCLA, post-MBA from New Ken Marlin • CFA Charterholder York University Jason Panzer

• 18+ years of investment banking and private equity experience • 20+ years of investment banking • Named twice to Dealer’s Digest and experience recently M&A Advisor’s “40-Under-40” • Focused on entrepreneurial technology- • Founded Marlin & Associates with Ken based companies Marlin • Formerly at Robertson Stephens and • Formerly at Veronis Suhler Stevenson, PaineWebber (UBS) Morgan Stanley, and American • BS, Finance from State International Group University • BS from Binghamton University Michael Maxworthy Paul Friday

Paul Friday

• 12+ years of M&A experience • 15+ years of corporate finance • VP of Business Development at experience SunGard • Thought leader in payments technology • Founder of software company sold to • 8+ years in investment banking at UBS SunGard and Deutsche Bank • Started career designing trading software • BS from Union College for TD Bank • MBA from University of Virginia’s Darden • BaSC, Engineering from University of School of Business Toronto • Named to Deal’s Digest “40-Under-40” Tom Selby Jonathan Kaufman

• 10+ years on Wall Street • 25+ years of investment banking/ • Winner of M&A Advisor’s 2016 Emerging strategic consulting Leaders Award • Co-founder of MarketResearch.com • Previously at Scotia Capital's Equity • Advisor at Dun & Bradstreet, R.R. Research • Donnelly & Sons, and BDM • Previously at Bear Stearns and • Executive positions in Washington J.P. Morgan • Post’s Legislate subsidiary and Thomson • BSBA from Villanova University Finacials’ legal research business • CFA Charterholder • National Defense Education Fellow at New York University’s Graduate Jeffrey Trongone School of Public Administration George Beckerman

Note: Not a complete list 11 JUNE 2016

PEER AND INDUSTRY GROUP RECOGNITION

“We are always grateful to be recognized for our hard work, but we are more pleased that we are able to help our clients achieve the results that they seek.”

Ken Marlin Founder and Managing Partner

Boutique Investment Banking Firm of the Year (2014, 2015, 2016) - The M&A Advisor

M&A Award USA TMT Advisory Firm of the Year (2012, 2015) – Acquisition International

The M&A Advisor and The M&A Forum have recognized Marlin & Associates for excellence in multiple deal categories including:

• Boutique Investment Banking Firm of the Year (2014, 2015, 2016)* TMT Advisory Firm • Middle Market International Professional Services (B-to-B) Deal of the Year (2013) of the Year (2015) • Financial Services Deal of the Year (2013, 2012 and 2011) • Information Technology Deal of the Year (2011) Boutique Investment • Middle Market Deal of the Year <$25M (2011) Banking Firm of the • Corporate and Strategic Acquisition of the Year (2011) Year • Middle Market Financial Services Deal of the Year (2011 and 2010) (2015) • Middle Market Information Technology Deal of the Year (2011 and 2010) • Middle Market International Financial Services Deal of the Year (2013 and 2010) – ACQ5 • Middle Market International Information Technology Deal of the Year (2010) (Acquisition Finance • Middle Market Financial Services Turnaround Deal of the Year (2009) Magazine) • Middle Market Information Technology Turnaround Deal of the Year (2009) • Middle Market International Deal of the Year(2008) • Middle Market Financial Services Deal of the Year (2008) • Middle Market Technology Deal of the Year (2008) • Middle Market Investment Banking Firm of the Year (2008 and 2007)* • Middle Market International/Cross Border Deal of the Year (2007, Below $100M) • Middle Market Financial Services Deal of the Year (2007, Below $100M) • Middle Market Financing Agent of the Year – Equity (2007)* • Middle Market Computer and Information Technology Deal of the Year (2007) • Middle Market Financing Deal of the Year - Equity (2007) • Middle Market Financing - Financial Services Deal of the Year (2007)

The Global M&A Network has recognized Marlin & Associates for excellence in multiple deal categories through its M&A Atlas Awards:

• Financial Technology Deal of the Year (2012, 2011) • North America Small Mid Markets Corporate Deal of the Year (2013) • Corporate M&A Deal of the Year (2010) • Technologies Deal of the Year (2010) * Firm-wide Awards INVESTMENT BANKING AND STRATEGIC ADVISORY TO THE TECHNOLOGY, INFORMATION AND HEALTHCARE INDUSTRIES

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Source: Marlin & Associates, Capital IQ and Public sources. All market and operating data is sourced as of 4/30/14. These companies are a sample of firms in the sector as M&A defines it, and do not comprise a comprehensive list of all firms in the sector. M&A calculates mean and median multiples for the sector using data from a set of firms that it believes to be reasonable and which may not be identical to the set reflected above 13