September 2020 WealthTech – A Flood Of Financing In The WealthTech Industry?

Dear Clients and Friends;

Marlin & Associates (M&A) is pleased to share our latest report on the Wealth Management Technology (WealthTech) sector.

As you will see, interest and values of many firms across the WealthTech sector have come back strong in the past two months. Several publicly listed WealthTech firms now have market values that exceed those reached earlier in the year. Most others are not far behind. As you will see, in our report, the industry continues to consolidate – especially around themes such as digitization, and facilitating investing in Alternative Investments.

Nobody questioned the fact that the current crisis has triggered a change of society’s behavior with a need for to become fully digital. Tensions between brick and mortar incumbents and flashier WealthTech startups are fueled by this rush to digitize services in order to win over new customers online while retaining their existing client base. In our world, that usually means more M&A and investment. The flood of transaction activity in July /August seems to be proving that out (more here: Page 16). Our own client pipeline mirrors that with the pent-up demand. Could a flood of investment activity be coming?

The COVID-19 pandemic will accelerate the natural selection between WealthTech as most did not exist 5 years ago, and hence were not confronted with the last global crisis in 2008–2009. With many early stage WealthTechs struggling to attract continued funding (except the 3 mega-rounds for just this year (see page 5 of the report)), H2’20 could see increasing consolidation among these companies. See page 9, while Q2 financing more than doubled than Q1, the number of deals stayed low. We shall see how long it lasts.

There’s more in the report that follows.

We are available to answer questions.

Stay Safe.

Michael Maxworthy | Partner | Marlin & Associates 570 Lexington Ave | 48th Floor | New York, NY 10022 o: +1 (212) 257-6041 | m: + 1 (516) 906-6764 [email protected] | www.marlinllc.com WealthTech Industry Update September 2020

© 2020 Marlin & Associates All Rights Reserved – Proprietary & Confidential Marlin & Associates Securities LLC, a wholly owned subsidiary of Marlin & Associates Holding LLC, is a -dealer registered with the Securities and Exchange Commission and is a FINRA/SIPC member firm (www.finra.org). and/or securities are offered through Marlin & Associates Securities LLC. Marlin & Associates: Advisor Of Choice To Fintech, Data And Analytics Companies And Worldwide

▪ Domain expert – advised on 200+ relevant transactions over 18+ years. Marlin & Associates (“M&A”) has been the domain expert in providing independent and unbiased strategic counsel and advisory services to global sellers and buyers of middle-market FinTech and Data & Analytics firms ▪ Local yet global – successfully served clients from 27 countries from our HQ in , and offices in Washington, D.C. and Toronto ▪ Well recognized – “Middle-Market IB of the Year,” “TMT Advisory Firm of the Year”, and “Cross-border Boutique IB of the Year”, and more than 20 “Deals-of-the-Year”

Full Range of Transaction Services Industry Recognition and Awards Sector Coverage

WealthTech ▪ TMT Advisory Firm of the Year Sell-side & ▪ Middle-Market IB of the Year Buy-side M&A Tech

Payments

▪ Cross-Border Boutique IB of the Year Data & Analytics

Debt CapitalDebt ▪ Advisory Firm of the Year

Equity & & Equity Raise

Capital Markets Tech Fairness Fairness Opinions Regulatory Tech ▪ FinTech Deal of the Year ▪ Corporate M&A Deal of the Year Tech

Joint Ventures Digital Lending & Partnerships ▪ Middle-Market IB of the Year Enterprise Software ▪ Middle Market Tech Deal of the Year Business Intelligence

Proprietary & Confidential 3 © Copyright Marlin & Associates Holding LLC 2020 Several WealthTech Themes Are Evolving In The Pandemic Affected World

“Social Trading” Drives Activity For Online Trading Platforms

The Need For Modern Technology Is Driving Consolidation

Increased Demand For Investments In Alternative Assets

Investors Increased Funding To Capitalize On Success

Market Values Are Recovering

M&A Activity Has Picked Up

Proprietary & Confidential 4 © Copyright Marlin & Associates Holding LLC 2020 “Social Trading” Drives Demand For Online Trading Platforms

Illustrative Companies ▪ Social trading is becoming increasingly popular, where traders and investors observe and follow the trades of leading traders. eToro provides a social trading There are several trading platforms and brokerage firms offering and investment platform for social trading features, such as eToro, TipRanks, Zulutrade, and investors more. “Social Trading” Drives Activity For ▪ The -trading app Robinhood reached $180 million in TipRanks is an analyst Online Trading revenue in the second quarter – nearly double the $91 million in accountability engine that ranks Platforms made in the first quarter, helped in large part by social traders stock recommendations and first-time investors  Its hyper growth is being driven by an increase in trading volumes across the brokerage industry, combined with a ZuluTrade is online forex trading surge in new customers – it added three million funded platform accounts in the first four months of the year

 Robinhood has raised a total of $1.7 billion to date, after its last three rounds of funding occurring this year. The Stockbit provides an app-based ’s founders have long pledged to pursue an social trading platform IPO, but the company has yet to offer specific details

Relevant Transactions

Date Company Funding Amount Description

• Robinhood is a trading platform for , , gold and options 08/17/20 $208mm • D1 Partners led the funding

• eToro acquired Marq Millions for an undisclosed amount 7/29/20 n/a • Marq Millions is a financial services company providing white-label financial product solutions

• Robinhood is a trading platform for stocks, cryptocurrencies, gold and options 7/13/20 $320mm • Sequoia Capital, TSG Consumer Partners, IVP, NEA

Source: Pitchbook, CNBC, Forbes Proprietary & Confidential 5 © Copyright Marlin & Associates Holding LLC 2020 The Need To Upgrade And Embrace Modern Technology Is Driving Consolidation In The Space

▪ As investment managers realize that modernization is key Illustrative Companies to remain competitive, firms are exploring new investment management technology. They are embarking on a digital Avaloq is a SaaS-based financial solution provider for wealth transformation journey to increase their own operational management firms, universal efficiency to overcome increased competition, fee and pressure, and market The Need For Modern Technology Is Driving ▪ New technologies, including automation, advanced Wealth management software Consolidation analytics, and innovative portfolio management systems, and services to independent are ensuring overall portfolio efficiency to realize profitable financial advisors and institutions AUM growth InvestCloud provides a cloud- ▪ Communication is key to modernizing systems and based front and middle-office workflows. Whether considering tech for front-, middle- or solutions for global investment back-office, end users will need to understand the purpose, advisors the impact, and how it will either improve their life or their customers’ lives Docupace is a fintech compliance and ▪ The sector’s accelerated growth is leading to consolidation company for the wealth across WealthTech sector management industry

Relevant Transactions

Date Target Acquirer Description

05/13/20 • Artivest is a technology company focused on accessing and investing in alternatives

• Innovest is a provider of scalable, SaaS-based solutions enabling trust companies, wealth 04/30/20 managers and other asset stewards to invest, monitor, analyze and service investment portfolios

• Docupace is a provider of SaaS-based enterprise-grade solutions to digitize wealth management 04/28/20 operations for broker-dealers, RIAs and financial advisors

Source: Pitchbook, IMTC Proprietary & Confidential 6 © Copyright Marlin & Associates Holding LLC 2020 Increased Demand For Systems That Aid Investment In Alternative Assets

Illustrative Companies

Preqin provides comprehensive data and research on the ▪ Demand for alternative investing remains strong throughout alternative assets industry 2020, as investors look for asset diversification, higher Increased Demand yields, and uncorrelated returns For Investments In Cais offers financial planning Alternative ▪ Across the board, successful alternative asset managers are and advisory solutions for Assets growing while many traditional asset managers have / are financial advisors considering moving into the space

▪ Growing demand for specialized custodians, expansion of Axial is runs an online network offerings and consolidation among service providers and for investment professionals in modernizing the alternatives industry by digitizing business the alternatives space processes are some of the key trends taking place in 2020

iCapital Network provides investment management solutions for private market investors

Relevant Transactions

Date Target Acquirer Description

• Raised $180mm - Provides equity management solutions – featuring cap table management, 05/10/20 valuation, equity planning, transfer agents, electronic securities fund administration and more

• SharesPost offers an online platform that links investors with late-stage venture-backed companies 04/28/20 and shareholders

• Solovis is a multi-asset class portfolio management and reporting solution for foundations, 03/09/20 endowments, pensions, OCIOs and family offices

Source: Pitchbook, CNBC, Forbes, Bloomberg Proprietary & Confidential 7 © Copyright Marlin & Associates Holding LLC 2020 Investors Increased Funding To Capitalize On WealthTech Success Amid The Coronavirus Pandemic

▪ In line with the overall Fintech sector, large funding rounds Illustrative Companies therefore concentrated on a small number of WealthTechs Scalable Capital offers a digital  Trading app Robinhood and AI-powered institutional wealth management system asset manager Pagaya achieved megarounds, raising $280 million and $102 million, respectively Investors Increased Funding To ▪ Many WealthTechs have enjoyed user and revenue growth Moneybox is a mobile application that allows users to Capitalize On over recent months. The pandemic has accelerated the shift Success save on an ongoing basis and to digital wealth management services, with the ensuing invest it market volatility encouraging more consumers to try their luck at investing. Stash is an internet first bank ▪ This drive for demand in consumer investing has led to a and robo advisor for consumers rise in capital raising for firms experiencing their user growth and AUM rise dramatically Bux provides an app-based  Dutch trading app Bux tripling its assets under trading platform for stocks, management (AUM) during the outbreak and German commodities, indices, and app Trade Republic raising $71.9 million cryptocurrencies

Relevant Transactions

Date Target Funding Amount Description

• TruMid is a trading platform focused on securities and corporate bonds 08/11/20 $200mm • Dragoneer investment Group, BlackRock, T. Rowe Price

• Pagaya uses AI to reshape asset management and institutional investment 06/17/20 $102mm • Left Lane Capital, Jump Capital, Clocktower Technology Ventures

• Robinhood is a trading platform for stocks, cryptocurrencies, gold and options 05/08/20 $280mm • Sequoia Capital, New Enterprise Associates, Ribbit Capital

Source: Pitchbook, CNBC, Investmentnews.com, Barron’s, Forbes Proprietary & Confidential 8 © Copyright Marlin & Associates Holding LLC 2020 Financing Volume More Than Doubled In Q2 2020 vs. Q1 2020

$1,400 60 49 $1,200 $1,146 43 43 50 $1,000 40 $785 32 $800 28 30 $600 $450 $426 20 $400 $268 $200 10 $0 0 Q2 2019 Q3 2019 Q4 2019 Q1 2020 Q2 2020

Deal Volume (millions) Deal Number Selected Transactions Funding Amount Date Target Target Location Target Company Description ($mm)

07/22/20 Munich, Automated investment platform for ETFs, equities, bonds, commodities $57

$600 07/13/20 Menlo Park, CA Consumer trading platform for multiple assets ($280mm in May, $320mm in July)

06/17/20 New York, NY AI-driven institutional asset manager $102

05/21/20 Los Angeles, CA Internet first bank for consumers $135

04/29/20 New York, NY Internet first bank and robo advisor for consumers $112

Source: CB Insights Proprietary & Confidential 9 © Copyright Marlin & Associates Holding LLC 2020 The WealthTech Ecosystem Is Comprised Of Players Competing In Different Segments Across Five Main Verticals

Outsourced Financial Solution Financial Information Providers Trading Software / Solutions Providers

Asset Managers Online

Source: Pitchbook 10 © Copyright Marlin & Associates Holding LLC 2020 Proprietary & Confidential The Market Value Of Publicly Traded Trading Software Solutions And Financial Information Providers Have Both Outperformed The Market (1/3)

45%

30%

15% Trading Software / Solutions 7.8% Financial Information Providers 3.8% 0% S&P 500 2.3% Outsourced Financial Solutions Providers (2.4%) Asset Managers (5.9%) U.S. Online Brokers (9.7%) (15%)

(30%)

(45%)

Trading Software / Solutions Asset Managers U.S. Online Brokers Outsourced Financial Solutions Providers Financial Information Providers S&P 500

Source: PitchBook as of market close on September 8th, 2020. Trading Software / Solutions: FDS, SIM, IRE, FDP, LIN; Asset Managers: BLK, TROW, IVZ, BEN, JHG, CNS, FOCS, AB, APAM, WETF; U.S. Online Brokers: SCHW, AMTD, IBKR, ETFC; Outsourced Financial Solution Providers: SSNC, BR, LPLA, SEIC, CPU, ENV, AMK, NOAH, SNN, NWL, BVS; Financial Information Providers: SPGI, MCO, REL, TRI, INFO, VRSK, MSCI, EXPN, EFX, IT, INF, FICO, MORN, FORR 11 © Copyright Marlin & Associates Holding LLC 2020 Proprietary & Confidential The Market Value Of Publicly Traded Trading Software Solutions And Financial Information Providers Have Both Outperformed The Market (2/3)

(USD millions) Market Enterprise EV / Revenue EV / EBITDA Revenue Growth EBITDA Margin Company Cap Value CY2020E CY2021E CY2020E CY2021E CY2020E CY2021E CY2020E CY2021E Trading Software / Solutions Factset $12,257 $12,656 8.4x 8.1x 23.7x 23.4x 4% 4% 36% 35% Simcorp 4,854 4,889 9.1x 8.1x 33.6x 26.6x 6% 13% 27% 30% IRESS 1,388 1,465 3.7x 3.3x 15.6x 14.4x 13% 12% 23% 23% First Derivatives 1,147 1,248 4.1x 3.7x 21.7x 19.7x n.a. 9% 19% 19% Linedata Services 201 301 1.6x 1.6x n.a. n.a. 1% 1% n.a. n.a. Median 4.1x 3.7x 22.7x 21.5x 4.6% 8.6% 25.3% 26.5% Asset Managers BlackRock $84,253 $87,281 5.7x 5.3x 14.3x 12.9x 5% 8% 40% 41% T. Rowe Price 29,045 28,243 4.7x 4.4x 11.9x 12.1x 6% 7% 40% 37% Franklin Resources 10,185 6,450 1.3x 1.2x 4.3x 3.1x (13%) 3% 30% 40% 4,913 16,166 3.8x 3.7x 10.0x 9.7x (30%) 0% 38% 39% Janus Henderson 3,598 2,668 1.3x 1.3x 4.2x 4.3x (3%) (0%) 30% 29% Cohen & Steers 2,777 2,769 6.7x 5.9x n.a. n.a. 1% 13% n.a. n.a. AllianceBernstein 2,599 2,599 0.9x 0.8x n.a. n.a. n.m. 7% n.a. n.a. Focus Financial Partners 2,202 4,008 3.0x 2.6x 12.9x 11.4x 9% 14% 23% 23% Artisan Partners 2,798 2,947 3.5x 3.1x 8.7x 7.7x 7% 11% 40% 41% Wisdom Tree 519 751 3.1x 2.9x 11.1x 9.9x (9%) 6% 28% 29% Median 3.3x 3.0x 10.6x 9.8x 0.7% 7.2% 33.8% 37.7% U.S. Online Brokers *Charles Schwab $44,664 $24,879 2.5x 2.5x 5.5x 5.9x (6%) (1%) 45% 42% *TD Ameritrade 20,274 21,785 3.8x 4.4x 7.5x 10.3x 2% (13%) 50% 43% * 20,169 23,909 11.7x 12.5x n.a. n.a. 21% (7%) n.a. n.a. *E*Trade Financial 11,472 14,546 5.3x 5.7x 12.2x 13.8x (5%) (8%) 43% 42% Median 4.5x 5.1x 7.5x 10.3x (1.2%) (7.3%) 44.7% 42.3%

Source: PitchBook as of market close on September 8th, 2020 “n.a.” stands for “Not Available” and “n.m.” stands for “Not Meaningful.” 12 © Copyright Marlin & Associates Holding LLC 2020 Proprietary & Confidential The Market Value Of Publicly Traded Trading Software Solutions And Financial Information Providers Have Both Outperformed The Market (3/3)

(USD millions) Market Enterprise EV / Revenue EV / EBITDA Revenue Growth EBITDA Margin Company Cap Value CY2020E CY2021E CY2020E CY2021E CY2020E CY2021E CY2020E CY2021E Outsourced Financial Solutions Providers SS&C Technologies $15,293 $22,266 4.8x 4.7x 12.4x 11.8x (0%) 3% 39% 40% Broadridge Financial 15,240 17,060 3.7x 3.6x 16.1x 15.2x 6% 4% 23% 23% SEI Investments 7,401 6,651 4.0x 3.8x 10.6x 9.8x 0% 5% 38% 39% LPL Financial 6,296 8,043 1.4x 1.3x 9.5x 9.2x n.m. 9% 15% 14% Computershare 4,867 6,481 2.9x 2.9x 10.6x 10.4x (4%) 0% 27% 28% Envestnet 4,169 4,756 4.8x 4.3x 21.1x 18.7x 9% 12% 23% 23% Netwealth 2,414 2,358 25.4x 20.8x 48.6x 39.4x 26% 22% 52% 53% NOAH 1,768 1,220 2.9x 2.5x 8.8x 6.8x (14%) 13% 33% 37% Assetmark 1,674 1,730 5.9x 5.3x 15.4x 14.0x (30%) 12% 38% 38% Sanne Group 1,292 1,444 6.2x 5.6x 20.3x 17.7x 14% 11% 31% 32% Bravura Solutions 599 560 2.9x 2.5x 13.8x n.a. 7% 14% 21% n.a. Median 4.0x 3.8x 13.8x 12.9x 3.0% 10.7% 30.6% 34.5% Financial Information Providers S&P Global $82,099 $86,421 12.1x 11.6x 22.4x 21.8x 7% 4% 54% 53% Moody's 52,312 57,183 11.3x 10.9x 23.4x 22.8x 5% 3% 48% 48% RELX 44,779 54,197 5.5x 5.1x 16.1x 14.0x (2%) 8% 34% 37% Thomson 37,788 40,169 6.7x 6.5x 21.0x 19.9x 1% 4% 32% 33% IHS Markit 30,392 35,974 8.4x 7.8x 19.7x 17.9x (3%) 8% 43% 44% Verisk 28,919 32,037 11.6x 10.9x 23.8x 22.3x 6% 6% 49% 49% MSCI 28,407 30,543 18.2x 16.6x 32.2x 29.3x 8% 10% 57% 57% Experian 35,278 39,421 7.7x 7.3x 22.1x 21.0x n.a. 5% 35% 35% Equifax 19,897 22,966 6.0x 5.8x 17.6x 16.8x 9% 3% 34% 35% Fair Isaac Corporation 11,783 12,658 10.2x 9.6x 30.1x 28.2x 3% 6% 34% 34% Gartner 11,475 13,896 3.6x 3.2x 21.8x 20.1x (8%) 12% 16% 16% Informa 7,946 11,684 5.1x 3.5x 19.7x 10.8x (38%) 47% 26% 32% Morningstar 6,654 6,938 n.a. n.a. n.a. n.a. n.a. n.a. n.a. n.a. Forrester 658 766 1.8x 1.6x 14.6x 12.8x (8%) 9% 12% 13% Median 7.7x 7.3x 21.8x 20.1x 2.2% 6.2% 34.3% 34.8%

Source: PitchBook as of market close on September 8th, 2020 “n.a.” stands for “Not Available” and “n.m.” stands for “Not Meaningful.” 13 © Copyright Marlin & Associates Holding LLC 2020 Proprietary & Confidential Revenue Multiples Across The WealthTech Sector Have Largely Returned To Pre- Pandemic Levels

Enterprise Value / 2020E Revenue as of September 8, 2020 vs January 1, 2020

EV/2020E Revenue Multiple as of 1/1/20 EV/2020E Revenue Multiple as of 9/8/20

10.0x

12% 8.0x 7.7x

6.9x

6.0x (7%) (10%) (10%) 4.8x 4.5x 4.5x 4.4x 4.1x 4.0x 38% 4.0x 3.3x

2.4x

2.0x

0.0x Financial Information Providers U.S. Online Brokers Trading Software / Solutions Outsourced Financial Solutions Asset Managers Providers

Source: Pitchbook as of market close on September 8th, 2020. Proprietary & Confidential 14 © Copyright Marlin & Associates Holding LLC 2020 EBITDA Multiples Have Similarly Returned To Pre-Pandemic Levels

Enterprise Value / 2020E EBITDA as of September 8, 2020 vs January 1, 2020

EV/2020E EBITDA Multiple as of 1/1/20 EV/2020E EBITDA Multiple as of 9/8/20

28.0x

9% 24.0x 2% 22.7x 21.8x 21.3x 20.8x 20.0x

(12%) 15.6x 16.0x 13.8x (30%) 28% 12.0x 10.7x 10.6x

8.3x 8.0x 7.5x

4.0x

0.0x Financial Information Providers Trading Software / Solutions Outsourced Financial Solutions U.S. Online Brokers Asset Managers Providers

Source: Pitchbook as of market close on September 8th, 2020. Proprietary & Confidential 15 © Copyright Marlin & Associates Holding LLC 2020 M&A Activity Has Picked Up Over the Last Few Months

Date Acquirer(s) Target Target Location Comments Enterprise Value

• Kabbage provides an online lending platform for SME working capital 8/17/20 , GA • This acquisition accelerates AMEX’s plans to offer U.S. small businesses an easy ~$850mm and efficient way to manage their payments and flow digitally in one place • Marq Millions provides issuing solutions to financial institutions and banks 7/29/20 Manchester, UK • The acquisition will enable the eToro Group to become a global market leader n/a through issuing its debit card

Assets of • Advisor Software is a developer of a cloud-based wealth management platform 7/29/20 Walnut Creek, CA • The transaction adds key digital functionalities to Refinitiv’s Wealth Management n/a offering, including enhanced digital advice capabilities and digital portfolio analysis

Wealth Manager Services • State Street is a leading provider of financial and investment services Business of 7/7/20 , MA • The new venture will, upon full implementation, combine the custody expertise of n/a State Street with the international platform operated by FNZ • FormulaFolio Investments is an operator of an investment advisory company 7/7/20 Costa Mesa, CA • This merger positions Capital Management and FormulaFolio n/a Investments as a leading provider of advisory services to advisors • Personal Capital is a provider of online wealth management services 6/29/20 Redwood City, CA • The completion of the transaction will deliver Empower’s vision of transforming the $825mm financial lives of those it serves • Tagomi is a developer of a trading platform for better execution 5/27/20 Chicago, Illinois • The acquisition will bolster Coinbase's offerings for advanced traders and the most ~$90mm sophisticated crypto investors • E.K. Riley Investments is a provider of financial and investment advisory services Assets of 5/27/20 Seattle, WA • The transaction is the result of overall cultural similarities between the two n/a organizations, allowing advisors to offer outstanding service and advice • Folio Investing is an operator of an online brokerage platform for smart investing 5/13/20 McLean, VA • The acquisition will bolster GS’s current offering by giving access to Folio’s n/a technology to earn fees from being the custodian of assets of other firms • Artivest provides an online and hedge funds investment platform 5/7/20 New York, NY • The acquisition will create operational economies of scale in the offering of n/a alternative investments and additional benefits for clients of both parties

The technology and • Motif is a provider of an investment trading platform 4/2/20 intellectual property of Rancho Cordova, CA • The acquisition is expected to build on Schwab's existing capabilities and help n/a accelerate its development of thematic and direct indexing solutions

Source: PitchBook and Tracxn 16 Broader SubSectors Within The WealthTech Landscape Are Highly Fragmented …

Alt. Investment Fund Platforms Portfolio Mgmt. & Reporting Alt. Investment Solutions Providers

*

*

B2B Digital Retirement Solutions CRM

B2B Robos

*

Data Aggregation Rebalancing

*

* Indicates that the company was acquired by a financial sponsor within the last twelve months. Proprietary & Confidential 17 © Copyright Marlin & Associates Holding LLC 2020 . . . And Ripe For Consolidation

RIA Custodians Portfolio Risk Management Online Client Engagement

ANVIL

Compliance Specialized Planning

Financial Planning

Plan Monitoring Advisory Fee Billing

Advisor Lead Generation Outsourced Cloud Hosting

* Indicates that the company was acquired by a financial sponsor within the last twelve months. Proprietary & Confidential 18 © Copyright Marlin & Associates Holding LLC 2020 Leading Advisor to FinTech, Digital Tech, Data & Analytics Companies and Investors Worldwide

Proprietary & Confidential 19 © Copyright Marlin & Associates Holding LLC 2020 Marlin & Associates: Advisor Of Choice To Fintech, Data And Analytics Companies And Investors Worldwide

▪ Domain expert – advised on 200+ relevant transactions over 18+ years. Marlin & Associates (“M&A”) has been the domain expert in providing independent and unbiased strategic counsel and advisory services to global sellers and buyers of middle-market FinTech and Data & Analytics firms ▪ Local yet global – successfully served clients from 27 countries from our HQ in New York City, and offices in Washington, D.C. and Toronto ▪ Well recognized – “Middle-Market IB of the Year,” “TMT Advisory Firm of the Year”, and “Cross-border Boutique IB of the Year”, and more than 20 “Deals-of-the-Year”

Full Range of Transaction Services Industry Recognition and Awards Sector Coverage

Wealth Tech ▪ TMT Advisory Firm of the Year Sell-side & ▪ Middle-Market IB of the Year Buy-side M&A Bank Tech

Digital Lending

▪ Cross-Border Boutique IB of the Year Data & Analytics

Debt CapitalDebt ▪ Advisory Firm of the Year

Equity & & Equity Raise

Capital Markets Tech Fairness Fairness Opinions Regulatory Tech ▪ FinTech Deal of the Year ▪ Corporate M&A Deal of the Year Insurance Tech

Joint Ventures Payments Tech & Partnerships ▪ Middle-Market IB of the Year Digital Tech ▪ Middle Market Tech Deal of the Year Business Intelligence

Proprietary & Confidential 20 © Copyright Marlin & Associates Holding LLC 2020 We Have An “Unfair” Competitive Advantage

▪ Unrelenting focus on the sector (20+ professionals exclusively focused on FinTech) FOCUS ▪ Deep understanding of industry structure and drivers of value ▪ Extensive contacts at multiple levels among industry participants and financial firms

▪ Diverse team based across New York, Washington DC, and Toronto TEAM ▪ Execution experience from some of the most highly regarded firms in the industry

▪ Real world and relevant operating experience EXPERTISE ▪ 18+ years of transaction success ▪ Our partners have worked at leading firms in FinTech

▪ The industry we serve is not defined geographically, nor are we GLOBAL ▪ Half of our transactions are cross-border ▪ 1/3rd of our clients are international

▪ We are long-term thinkers and believe in partnering with our clients through their entire evolution PARTNERS ▪ We are domain experts and offer independent and unbiased strategic counsel and advisory services to our clients ▪ We stay with you until the end

▪ 200+ closed transactions TRACK RECORD ▪ Numerous awards and accolades ▪ Recognized as an industry leader and expert by our peers and clients

Proprietary & Confidential 21 © Copyright Marlin & Associates Holding LLC 2020 We Deliver Exceptional Results

Advisory Firm of the Year (US) TMT Advisory Firm of the Year (US)

Gamechanger of the Year (US), Ken Marlin Deal of the Year (Parthenon / BillingTree)

Middle-Market Investment Bank of the Year (US) Boutique Investment Banking Firm of the Year

Capital Raising Advisory Firm of the Year Small Tech Fund Raising of the Year for CRM

Professional Services (B2B) Deal of the Year Boutique Investment Banking Firm of the Year (2017)

Gamechanger of the Year (US), Ken Marlin Boutique Investment Banking Firm of the Year

Middle-Market Investment Bank of the Year Cross-Border Deal of the Year (2016)

“Bringing on the Marlin & Associates team “The team at Marlin & Associates helped us get “We have been delighted with the service remains one of our great decisions. The the best value for our company. They know the provided to us by Ken Marlin and his team. They dedication of the team was on full display as we players and values of this industry at a level few have been diligent and thorough, and also a approached this latest chapter for ClearStructure. can match. They guided us and brought multiple pleasure to work with. The Marlin team’s deep The guidance, creativity and true value-add that highly qualified buyers into the process - knowledge of our industry makes them the they brought to the table helped ClearStructure including FNZ, with whom we look forward to number one go-to firm when you want to sell your achieve goals we didn’t think were possible.“ joining. We thank the Marlin & Associates team business. They have seen and managed more or and look forward to working with them again in less every possible situation and know the play the future.” book on how to deal with them. The process was meticulously planned and executed.”

-Scott Turley, CEO of ClearStructure -Rob DeDominicis, CEO of GBST -Justin Wheatley, CEO of StatPro

Proprietary & Confidential 22 © Copyright Marlin & Associates Holding LLC 2020 Our Team Brings Relevant Transaction and Operating Experience

Michael Maxworthy Anup Agarwal Ken Marlin Managing Director Managing Director Founder & Managing Member

Tom Selby Aalap Merchant Managing Director Managing Director

Chris Fieschko Billy Adams

New York City | Washington, DC | Peter Manuselis Toronto, Canada Jordan Wittbrot

Al Sisca Sam Wilcox

Woolley Capital Partners

Neil Chadda Luke Hsieh

23 Preferred Advisor To Founder-Owned Companies

Client Buyer Commentary

▪ Marlin leveraged its deep domain expertise in the capital markets & related technologies space to conduct a methodical and disciplined competitive process involving multiple potential investors simultaneously

▪ Marlin managed an extremely competitive process that resulted in indications of interest and meetings with several high-profile buyers

▪ Marlin leveraged its deep domain expertise in workflow automation & related technologies space to conduct a methodical and disciplined competitive process involving multiple potential investors simultaneously

▪ Marlin helped the company close a transaction with Cint that included senior positions within the newly combined entity for P2Sample’s leadership

▪ Marlin managed the process and led the negotiations

▪ Marlin was the exclusive strategic and financial advisor to M&O Systems

▪ Marlin represented BillingTree and advised on the majority recapitalization by Parthenon Capital Partners

▪ Marlin managed the process, assisted in the negotiations and acted as the exclusive strategic and financial advisor to Varden Technologies

▪ Marlin assisted the AIM Software management team in the process and assisted in the negotiations

Proprietary & Confidential 24 © Copyright Marlin & Associates Holding LLC 2020 Long And Successful History of Working With VC And PE Backed Companies

Lead PE / VC Backer Client Buyer Commentary

▪ Marlin crafted customized marketing materials, identified aa targeted list of highly qualified potential partners, and managed the extremely competitive process

▪ Marlin helped the company tell its “story” to the marketplace and brought an investor who not only understood the market well, but had relevant experience operating in the sector.

Select Transactions Select ▪ Marlin served the client with sophisticated performance

– analytics and assisted in the negotiations

▪ Marlin represented Information Mosaic in a very competitive process that resulted in its acquisition by IHS Markit

▪ Marlin managed the process, identified the buyer, assisted in the negotiations

▪ Marlin worked diligently on the deal to craft materials, initiate conversations, negotiate alternative offers with multiple parties and final legal documents swiftly

▪ Marlin managed the process, assisted in the negotiations

▪ Marlin advised Ventures and undertook a comprehensive search for identifying suitable buyers for IVANS and positioned ABILITY + Applied Systems as the most logical buyers

▪ Marlin crafted materials, initiated conversations and Sale of Venture and Private Equity Backed Companies Companies Backed Equity Private and Venture of Sale negotiated alternative offers with multiple parties

Proprietary & Confidential 25 © Copyright Marlin & Associates Holding LLC 2020 Leading Buyside Advisor To Both Strategic And Financial Investors

Client Target Commentary

▪ Marlin completed a broad sector-wide review and analysis of potential acquisition targets for RevSpring and identified Talksoft ▪ Marlin managed the process from preliminary discussions to transaction close

▪ Marlin completed an in-depth review of multiple technology verticals relevant to NYSE and provided guidance with regard to potential synergies and fit with NYSE's existing businesses

▪ Marlin identified both acquisition targets and lead the negotiation and structuring of the transaction Strategics ▪ Marlin aided in due diligence, negotiation, and structuring the transaction ▪ Marlin is currently serving as exclusive financial and strategic advisor to the Company

▪ Marlin advised Aquiline on their investment in Fenergo ▪ Marlin provided market and process intelligence, Fenergo financial review and aided with due diligence, investment committee materials and exit opportunity analysis

▪ Marlin advised Francisco Partners on its investment in Betterment ▪ Marlin provided detailed insight into the space, competitors and potential follow-on acquisition opportunities ▪ Marlin provided a thorough understanding of the marketplace, competitors and potential follow-on acquisition opportunities ▪ Marlin conducted financial analysis, reviewed Ipreo management’s business plan and financial forecasts, and completed competitive benchmarking and market share analyses

▪ Marlin aided JMI and Welsh Carson in a detailed review of Triple Point from a financial and strategic perspective as well as provided valuation and industry-related guidance during due diligence

▪ ABRY leveraged Marlin's proprietary knowledge of the target and industry in its analysis of the investment opportunity Financial Sponsors Financial ▪ Marlin provided ABRY with aid in due diligence and valuation in the evaluation of SoftBrands

▪ Marlin provided Vista and Ventyx with aid in due diligence, structuring and valuation of the business ▪ Global Energy Decisions was an important add-on to Ventyx, which was a serial acquirer under Vista's ownership prior to the sale of the Company to ABB for more than $1bn

▪ Marlin undertook a comprehensive search for identifying suitable buyers for IVANS and positioned ABILITY + Applied Systems as the most logical buyers for IVANS ▪ Marlin worked diligently to craft materials, initiate conversations and negotiate the terms

Proprietary & Confidential 26 © Copyright Marlin & Associates Holding LLC 2020 Leading Advisor in the WealthTech Sector

Wilton, CT Darien, CT Danbury, CT Brisbane, has agreed to be acquired by has received a majority equity New York, NY New York City, NY investment from has received an equity investment has been acquired by from has acquired has been acquired by

Atlanta, GA Lake Success, NY New York, NY Edinburgh, UK New York, NY Lake Success, NY Marlin & Associates acted as exclusive Marlin & Associates acted as Boston, MA strategic and financial advisor to Marlin & Associates acted as exclusive strategic and financial Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as ClearStructure Financial Technology, financial advisor to advisor to Private Client Resources, exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial LLC. GBST Holdings Limited LLC. advisor to Aquiline Holdings LLC advisor to Investment Metrics advisor to M&O Systems, Inc.

Portfolio Management Wealth Management Wealth Aggregation & Compliance Platform Performance Compensation Solutions & Capital Markets Data Management for RIAs Reporting & Analytics Management & Services Solutions Compliance Solutions

has sold New York, NY Private equity funds managed by Blackstone and by the has been acquired by Boston, MA , CA Woburn, MA Merchant Banking Division (together, has been acquired by has led a $60 million investment in the “Sponsors”) have agreed to acquire has been acquired by , a portfolio company of to

from affiliates of Kohlberg Kravis Roberts & Co. L.P. New York, NY Windsor, CT New York, NY Chicago, IL Chicago, IL Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as exclusive strategic and financial exclusive strategic and financial exclusive financial advisor Marlin & Associates advised the Sponsors. exclusive strategic and financial exclusive strategic and financial advisor to Advise Technologies, LLC advisor to Varden Technologies. Francisco Partners. advisor to ByAllAccounts, Inc. advisor to Ipreo Holdings, Inc.

Regulatory Reporting Client Online Investment Market Intelligence, Data Aggregation Online Financial Solutions Communication Advisor Data & Technology Platform Information Portal Software Solutions

Proprietary & Confidential 27 © Copyright Marlin & Associates Holding LLC 2020 Clients Choose Us For Their Most Important Strategic Decisions (1/2)

Pleasanton, CA a division of Greenwich Associates, Barcelona, New York, NY Stamford, CT Denver, CO Danbury, CT was acquired by has been acquired by has been acquired by has agreed to be acquired by has received a majority equity has been acquired by investment from

Livonia, MI A portfolio company of Mumbai, India New York, NY Lake Success, NY Bologna, Chicago, IL Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial Marlin & Associates acted as strategic and financial advisor to exclusive strategic and financial advisor to ClearStructure Financial advisor to Greenwich Associates advisor to NinjaTrader strategic and financial advisor to Strands, Inc. advisor to Hanweck Associates, LLC Technology, LLC. Greenwich Associates

London, UK Wilton, CT Brisbane, Australia London, UK Chicago, IL has sold a minority equity interest Orlando, FL has agreed to be acquired by has agreed to be acquired by has received a majority equity in its subsidiary has received a majority equity investment from has received from investment from

Pittsburgh, PA London, UK A portfolio company of to

Los Angeles, CA New York, NY Vancouver, BC Edinburgh, UK Marlin & Associates acted as Marlin & Associates acted as exclusive Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as exclusive strategic and financial strategic and financial advisor to exclusive strategic and financial Marlin & Associates acted as financial advisor to strategic and financial advisor to advisor to Private Client Kore.ai advisor to InRule Technology, Inc. Resources, LLC. exclusive strategic and financial GBST Holdings Limited StatPro Group plc advisor to TradingScreen Inc.

Charlotte, NC New York, NY Toronto, Canada has received an equity investment has sold Financial Engineering has received an equity investment New York, NY New York, NY New York, NY from Associates, Inc. to from Secures Minority Investment in has received a $30 million has acquired equity investment from Dallas, TX A portfolio company of

Jacksonville, FL Boston, MA & San New York, NY San Francisco, CA New York, NY Francisco, CA Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as exclusive strategic and financial Marlin & Associates acted as advisor to Goldman Sachs. exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial advisor to Aquiline Holdings LLC advisor to Zenmonics advisor to Aquiline Holdings LLC advisor to MSCI Inc. advisor to Tier1CRM

Proprietary & Confidential 28 Clients Choose Us For Their Most Important Strategic Decisions (2/2)

Affiliate of

Darien, CT London, United Kingdom has received an equity investment New York, NY from Toronto, Canada has been acquired by received an investment from New York City, NY Addison, TX has sold the Atrium wireless and extranet infrastructure businesses to has been acquired by Received a $250mm a portfolio company of Atlanta, GA facility from affiliate of

Boston, MA White Plains, NY New York, NY Lake Success, NY Atlanta, GA Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial advisor to Investment Metrics advisor to Think advisor to TMX Group advisor to Advise Technologies, LLC advisor to OpenGamma advisor to M&O Systems, Inc.

New York, NY Phoenix, AZ Salt Lake City, UT San Mateo, CA Campbell, CA Port Talbot, United Kingdom has been acquired by has completed a majority received an investment from received an investment from has been acquired by received a strategic recapitalization with investment from

Palo Alto, CA a portfolio company of London, United Kingdom Boston, MA and San Francisco, CA Chicago, IL Tokyo, Japan Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial advisor to BillingTree advisor to Vizolution advisor to iTransact Group, LLC advisor to Xignite. advisor to Alacra. advisor to Trunomi.

has sold the assets of Boston, MA New York, NY Dublin, Ireland London, United Kingdom San Francisco, CA

has been acquired by has invested in has been acquired by invested in has led a $60 million investment in

to

Windsor, CT Dublin, Ireland London, United Kingdom London, United Kingdom New York, NY Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as Marlin & Associates acted as exclusive strategic and financial financial advisor to Aquiline exclusive strategic and financial exclusive strategic and financial exclusive strategic and financial exclusive financial advisor advisor to Varden Technologies. Capital Partners. advisor to CNO Financial Group. advisor to Information Mosaic. advisor to CIT Growth Capital. Francisco Partners.

Proprietary & Confidential 29 ClearStructure Has Been Acquired By Broadridge

Background

ClearStructure Financial Technology is a Danbury, Connecticut-based provider of the leading front-to-back, multi-strategy, multi-asset portfolio management solution. ClearStructures’s award winning platform, Sentry PM, allows asset managers, hedge funds, administrators, and private debt issuers to streamline and automate their front-,middle-, and back-office processes to better serve their clients. Early in 2019, ClearStructure engaged Marlin & Associates to help them evaluate their strategic and financial options. M&A suggested a dual track process to give the Board options for both growth capital and a full exit. Overview of Transaction Danbury, CT

has been acquired by M&A used deep domain expertise in financial technology and enterprise software in collaboration with the company’s management team to develop materials that clearly communicated the strength and depth of the company’s product offerings, its strong competitive positioning, and its impressive client base. Additionally, the M&A team helped the company validate its growth plan focused on growing their sales team, geographic expansion, and increased services offering. Lake Success, NY M&A then worked with Management to identify and solicit indications of interest from a select group of both financial sponsors and Marlin & Associates acted as strategic industry players, and evaluate multiple competing offers. exclusive strategic and financial advisor to ClearStructure Financial Ultimately, Management and ClearStructure’s board concluded that the strongest fit was a sale of the company to Broadridge Financial Technology, LLC. Solutions, a leading financial services company that serves banks, broker-dealers, asset and wealth managers and corporate issuers. From the start, both management teams were excited about the opportunities presented by the combination of ClearStrucutre’s industry leading technology and Broadridge’s international distribution network. M&A’s Role

Marlin & Associates acted as exclusive strategic and financial advisor to ClearStructure, on its sale to Broadridge. M&A ran a fast, methodical, and disciplined competitive process with multiple high-profile potential partners. M&A worked with Management and the Board to craft customized materials and identify a targeted list of highly qualified potential partners. The M&A team then managed an extremely competitive process that resulted in indications of interest and meetings with several high-profile buyers. M&A helped Management and the Board to evaluate the competing offers, negotiate terms, manage the due diligence review process, and close a transaction with Broadridge.

Proprietary & Confidential 30 © Copyright Marlin & Associates Holding LLC 2020 GBST Has Been Acquired By FNZ

Background GBST, an Australian-based, publicly traded company (ASX:GBT), provides retail wealth and institutional software products including client and securities transaction technology solutions for the wealth management and capital market industries worldwide.

The company believed that it had been undervalued in the eyes of the public markets for some time. In early 2019, GBST hired Deutsche Bank to run a sell side process. In early 2019, GBST received an offer from its Australian-based publicly traded competitor Bravura (ASX:GBT), which management viewed as insufficient. GBST’s CEO Rob DeDominicis reached out to Marlin & Associates to assist in identifying alternative suitors willing to pay a higher price than Bravura and create a competitive bidding process. After some discussions with Marlin, Rob and his team decided to engage Marlin & Associates as their financial advisor to co-advise them on the deal with Deutsche Bank to assist with finding an interested party outside of Australia. Brisbane, Australia

has agreed to be acquired by Overview of Transaction

M&A quickly organized a dedicated team to work closely with management to identify a select group of strategic players and financial sponsors that are active in the capital markets and wealth technology space. From this select universe of potentially interested bidders, two bidders emerged whom M&A introduced to the GBST management team, Connecticut-based SS&C Technologies (NasdaqGS:SSNC) and UK-Based FNZ Group, sparking a bidding war between Bravura, SS&C and FNZ. Edinburgh, UK Marlin & Associates acted as financial advisor to As those of you who followed this process know, FNZ was the final winner of the bidding war. The transaction was announced atJuly GBST Holdings Limited 26th, and valued at approximately A$268 million including approximately A$262 million in equity value (A$3.85 per share) - a premium of about 95% to the closing price of the company’s shares on April 11, 2019, the day prior to the initial non-binding proposal of A$2.50 per share from Sydney-based Bravura Solutions. On June 19th, 2019, Bravura raised their initial offer to A$2.72; and on June 27th, raised it again to A$3.00, only to withdraw their offer, when SS&C Technologies offered A$3.25 per share, which they later raised to A$3.60. FNZ then topped that bid with a binding offer of A$3.85 per share – 54% above Bravura’s initial price.

M&A’s Role

M&A served as financial advisor to GBST and its shareholders. We have known both GBST and FNZ for many years and are pleased to have played an important role in bringing these two market-leading capital market and wealth management technology firms together.

M&A identified and conducted discussions with potentially interested parties, facilitated information exchange, and eventually helped the company get the offer that delivered a satisfying result for GBST’s shareholders.

Proprietary & Confidential 31 © Copyright Marlin & Associates Holding LLC 2020 We Advised Aquiline Capital Partners On Its Acquisition Of RIA In A Box

Background Founded in 2005, New York based RIA in a Box LLC ("RIA in a Box"), has become a market leader in providing SaaS-based compliance solutions to Registered Investment Advisors (“RIAs”). The company serves more than 1,600 RIA clients at the State and SEC-registration levels. RIA in a Box’s proprietary platform helps these RIAs navigate regulatory compliance challenges, improving workflows, and visibility.

Having advised on more than a dozen recent transactions in the wealth management technology space, Marlin & Associates (“M&A”) was very familiar with RIA in a Box and the competitive landscape in which it operates and had been in contact with the Company since 2011 when it transitioned to the current management team as part of its acquisition by Search Fund Partners, a search fund.

Late in 2017, M&A became aware that RIA in a Box was considering strategic options, and approached Aquiline Capital Partners (“Aquiline”) as a potential partner. M&A believed Aquiline, with its track record of helping portfolio companies achieve success in capital markets, compliance and wealth management technology, would be an excellent partner to help take RIA in a Box’s business to the New York, NY next level. Aquiline agreed – and engaged M&A as its financial and strategic advisor to pursue RIA in a Box.

has acquired Overview of Transaction

On May 22, 2018, 10-days after entering into exclusive negotiations, private equity funds managed by Aquiline Capital Partners acquired a significant majority interest in RIA in a Box. New York, NY

Marlin & Associates acted as exclusive strategic and financial advisor to Aquiline Holdings LLC The terms of the transaction were not disclosed.

M&A’s Role

M&A’s thorough understanding of the marketplace, competitors and potential follow-on acquisition opportunities enabled the firm to provide valuable support to Aquiline throughout the deal process. M&A put together a financial model to support Aquiline’s analysis, conducted a review of RIA in a Box management’s business plan, orchestrated due diligence reviews and helped Aquiline with bidding. M&A is pleased to have advised Aquiline on this very important transaction.

Proprietary & Confidential 32 © Copyright Marlin & Associates Holding LLC 2020 TradingScreen Divests A Minority Stake In BidFX To Singapore Exchange

Background BidFX is a young, fast-growing, cloud-based, broker-neutral, foreign exchange e-trading solution for the global financial marketplace. The company was conceived and incubated within TradingScreen, Inc., a leading provider of SaaS based electronic trading services for hedge funds, mutual funds, and brokers, globally. Trading Screen approached M&A for strategic and financial advice on the best way to carve out BidFx and raise capital for its independent growth.

Overview of Transaction

London, UK M&A used its deep domain expertise in advising on financial technology transactions to help BidFX quickly develop materials that has sold a minority equity interest in its subsidiary clearly communicated the strength of the company’s execution management system (“EMS”), liquidity and integration tools; riskand compliance tools, and its data and analytics tools; as well as its strong competitive positioning and the company’s impressive client base of more than 60 marquee hedge funds, asset managers, and banks in the US, UK, and Asia.

London, UK At the same time, M&A helped the company develop a detailed financial plan that clearly validated its growth expectations. M&A then to leveraged its extensive contacts to help the company reach out to potentially interested parties in the US, UK, Europe and Asia. After extensive review and discussion with multiple interested parties, TradingScreen concluded that their preferred was to accept a minority investment from Singapore Exchange Limited (SGX), Asia’s biggest provider of listed FX trading and an integrated securities Singapore exchange and derivatives exchange based in Singapore. The funds provided by SGX will be used to continue enhancing the BidFX Marlin & Associates acted as exclusive strategic platform and add to the unit’s separate development, sales and management teams - all while rolling out product enhancements, and financial advisor to TradingScreen Inc. adding liquidity providers, increasing staffing, developing strategic partnerships as well as increasing sales presence in Europe the US and Asia. As part of the transaction, SGX will gain the option to take a majority stake in BidFX.

M&A’s Role

Marlin & Associates served as exclusive strategic and financial advisor to TradingScreen and BidFX on a complex minority investment and carve-out. M&A led the preparation of detailed transaction marketing materials, conducted discussions with multiple interested parties, facilitated information exchange, advised on the negotiation and evaluation of alternative offers and helped TradingScreen and BidFX management navigate the competing desires of multiple parties.

Proprietary & Confidential 33 © Copyright Marlin & Associates Holding LLC 2020 Subserveo Acquired By DST Systems

Background

Subserveo was a young technology firm with tremendous potential. The company built a robust compliance and surveillance software solution for Broker-Dealers, Wealth Managers and RIA firms. The solution delivered daily analysis of all transactions, orders and account holdings supported by an extensive library of FINRA, SEC, IIROC and UMIR-based tests.

Since Subserveo was still in an early stage of development, they concentrated on further developing their technology platformand growing the client base. While being acquired was not on the agenda, the recognition of Subserveo’s market potential and ability to provide a SaaS-based compliance solution caused other firms to notice. That was when they turned to M&A to help. Overview of Transaction

A number of industry players, including DST Systems, had taken notice of Subserveo’s market launch. DST Systems had historically operated in the processing space, but sought to leverage their financial services expertise into other markets and diversify

Vancouver, Canada their business. DST announced in 2011 their intention of entering the core brokerage processing and insurance spaces as part of their diversification strategy. DST realized that organic development in any suitable timeline would be a challenge. They would have to spend has been acquired by time analyzing key building blocks for the brokerage vertical, and then analyze which firms were considered market leading firms. In addition, compliance was a long time pain point for brokerages. M&A helped DST Systems understand that Subserveo was ideally positioned to be a key building block for executing their compliance strategy.

M&A organized a team to manage the transaction process. The team worked with Management to position the company for a potential Kansas City, MO transaction; led preparations for due-diligence reviews; identified key strengths and weaknesses, and worked with the company to Marlin & Associates acted as exclusive strengthen those weaknesses before presenting to outside parties. strategic and financial advisor to Subserveo. Given that Subserveo was a nascent firm just beginning to gain traction in the marketplace, the acquirer would need to understand the potential growth that Subserveo could provide and that in order for Subserveo’s management and shareholders to sell at the early stage, the business would only trade at a significant premium over any typical market multiple. Approximately six months after engaging M&A, Subserveo was acquired by DST Systems. The acquisition of Subserveo considerably strengthened DST’s position in the recently entered Brokerage Services space. At the same time, shareholders of Subserveo were able to realize the value from their investment with an exit to the leading player in the industry.

M&A’s Role

Marlin & Associates managed the process, assisted in the negotiations and acted as exclusive strategic and financial advisorto Subserveo, Inc.

Proprietary & Confidential 34 © Copyright Marlin & Associates Holding LLC 2020 Investment Metrics Received A Significant Equity Investment From Resurgens Technology Partners And HarbourVest Partners

Background Investment Metrics, LLC is a Darien, Connecticut-based provider of performance measurement, investment analytics, risk attribution, market intelligence and reporting software to the investment management industry. Marlin & Associates had been talking with Investment Metrics’ CEO, Sanjoy Chatterjee, for many years, as well as building a relationship with the company’s private equity owners and an independent board member. Investment Metrics’ software was originally developed as an in-house tool for RogersCasey, a leading investment consultant that Marlin & Associates knows well.

As Investment Metrics continued to expand its marquee client base and invest in its performance analytics and reporting solution, the management team and board of directors felt a new equity partner could help the company in its next phase of growth – both domestically and internationally. In 2016, management and the company’s board of directors asked Marlin & Associates to help the firm evaluate strategic and financing alternatives as its exclusive strategic and financial advisor. Overview of Transaction Darien, CT Marlin & Associates worked collaboratively with Investment Metrics’ management team to develop materials that clearly communicated the has received an equity investment from strength of the company’s product, its positioning in the marketplace and its high-caliber client roster. Additionally, the Marlin team helped the company communicate its growth plan in the evolving wealth management industry, leveraging marquee client wins with Morgan Stanley and .

Atlanta, GA After thorough preparation, Marlin & Associates diligently managed a process which brought several high quality suitors to the table – both strategic and financial. The management team met with more than 10 prospective parties, including an operationally-focused software private equity firm, Resurgens Technology Partners. Resurgens Technology Partners brought relevant operational and industry expertisethat Boston, MA management and the board believed was a critical quality of any new equity partner. In addition, Resurgens partnered with HarbourVest Marlin & Associates acted as exclusive Partners, a global private markets asset manager with more than $40 billion in , that brought a complementary skill strategic and financial advisor to Investment Metrics set to the table. In June 2017, management and the board agreed to sell a significant equity stake in Investment Metrics to Resurgens Technology Partners and HarbourVest Partners. M&A’s Role Marlin & Associates diligent approach to preparation was critical to the success of this transaction. The company’s sophisticated performance analytics and reporting platform served very complex needs of the investment management industry and communicating the value proposition to the market had to be clear and comprehensible. Marlin & Associates helped the company tell its “story” to the marketplace and brought an investor who not only understood the market well, but had relevant experience operating in the sector.

"The team at Marlin & Associates was pivotal to completing this transaction. Their professional expertise in terms of understanding our business and ability to prepare and position us in the marketplace were very instrumental in getting us across the finish line. They’re smart, available whenever needed, and bring a positive work ethic to get the deal done.” Sanjoy Chatterjee, CEO, Investment Metrics

Proprietary & Confidential 35 © Copyright Marlin & Associates Holding LLC 2020 Marlin & Associates

For more than 18 years, Marlin Associates has been the domain expert providing independent and unbiased professional investment banking and strategic counsel to middle market enterprise and vertical application software, services, data and analytics including firms across the FinTech ecosystem (WealthTech, InsurTech, Bank Tech, Payments, Capital Markets Tech, Digital Lending, RegTech), Digital Tech, Legal Tech, GRC, Business Intelligence, and Market Intelligence.

Headquartered in New York City, with offices in Washington, D.C. and Toronto, the Marlin & Associates team of professionals has advised on more than 200 information-technology transactions in 27 countries. More than 20 transactions on which Marlin & Associates has advised have been recognized as “Deal-of-the-Year”. The firm has won numerous awards including the “Middle-Market Investment Bank of the Year,” “Middle-Market Financing Agent of the Year – Equity,” and “TMT Advisory Bank of the Year.”

Marlin & Associates Securities LLC, a wholly-owned subsidiary of Marlin & Associates Holding LLC, is a broker-dealer registered with the Securities and Exchange Commission and is a FINRA/SIPC member firm (www.finra.org). Investment banking and/or securities are offered through Marlin & Associates Securities LLC.

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36 © Copyright Marlin & Associates Holding LLC 2020