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3

SENIOR FINTECH TEAM

David Francione

Managing Director

617-419-2040

[email protected]

Brad Sportack

Associate

781-534-3205

[email protected]

April 2018www.capstoneheadwaters.com

Capstone Headwaters

MERGER & ACQUISITION OVERVIEW

Through Q1 2018, merger and acquisition (M&A) volume and investment

activity, both early stage and later stage, has been off to an impressive start

across the FinTech spectrum. Notable Q1 transactions included Silverlake

Partners’ $500.0 million investment in Credit Karma, valuing the company at

$4.1 billion; CME’s $5.4 billion bid for UK’s NEX trading & risk management

platform; and RBS’ announced acquisition of FreeAgent (an accounting software

provider for freelancers) for $75.0 million. Additionally, the largest of all IPO’s

year-to-date (YTD) has been in the payments sector, with the Brazilian

payments technology company PageSeguro Digital raising $2.3 billion.

While crypto-currencies, such as Bitcoin, were the first to adopt blockchain

technology within Financial Services, blockchain can also be used throughout

other Financial Services segments that are experiencing a digital transformation.

For instance in banking, whereby the traditional physical world of retail

branches are being transformed into online banking. Other segments include

government, healthcare, education, manufacturing, energy, and supply chain. In

2017, there were more than 2,000 blockchain startups in the US and more than

$1.0 billion was invested in blockchain startups globally. In Q1 2018, there were

over 150 investments in blockchain companies with an average financing size of

$9.0 million. During that time, the pace of investments from traditional VC has

accelerated with nearly $650.0 million invested in blockchain related companies.

TABLE OF CONTENTS

M&A Overview

Segment Highlight

Select Transactions

Multiples By Sector

Public Company Data

Firm Track Record

FINANCIAL TECHNOLOGY

Q2 2018

Source: Capital IQ, PitchBook and Capstone Headwaters Research

Nu

mb

er

of

Tra

nsa

ctio

ns

M&A Activity: Financial Technology

71

4955

72 6876

92

110

0

20

40

60

80

100

120

Q2 2016 Q3 2016 Q4 2016 Q1 2017 Q2 2017 Q3 2017 Q4 2017 Q1 2018

SEGMENT HIGHLIGHT: BLOCKCHAIN

Source: Gartner

Blockchain is an alternate computing model that uses distributed and decentralized computing networks to potentially offer

greater levels of security and lower costs than traditional methods. Because of the fact that blockchain is neither proven nor

does it conform to any set of standards - legal, accounting, regulatory or otherwise - widespread adoption will continue to

take time.

The lack of standards creates the biggest benefit while also giving way to its biggest risk. The biggest benefit could come in

the form of increasing efficiencies via improved process automation (expense reduction) and increased levels of security,

which is paramount in financial services. The resulting benefits are a reduction in the time and cost of processing financial

transactions and improved cash flow. By removing the “centralized” function of a payment, meaning not clearing through a

bank but connecting directly to another user or counterparty, time and expense is reduced by eliminating that bank.

Today, trust is automatically granted to the banking system to help facilitate check payments, for instance. However, with

blockchain, trust is created over time from each party to that block, thereby eliminating that centralized clearing house. This

is by and large, a behavioral change, as much as it is a new technology. The core design goal of blockchain technology is to

add trust within an untrusted environment. Using a public blockchain removes the need for central authorities in arbitrating

transactions. This is because trust is built into the model through immutable records in a distributed ledger, meaning once

the data is there, it can’t be changed and it is spread across multiple nodes or points of contact vs. one centralized database.

In each of the industries and markets below, there are incredible process inefficiencies. The common themes throughout

these markets are that they are highly regulated, process driven and are moving from a physical world to a digital world.

Paper, physical documents and locations are slowly being replaced with the ability to transact online, whether a consumer is

purchasing an insurance policy or depositing a check at a bank, buying a home, paying taxes or tracking a product from

Research & Development to production to delivery.

Blockchain

Banking

Insurance

Real Estate

Government

Supply Chain

Payments

Physical Digital

2

Financial Technology | Q2 2018

SEGMENT HIGHLIGHT: BLOCKCHAIN (CONTINUED)

Source: Gartner

Although the term "blockchain" refers to a specific technology stack, it is also used to refer to a loosely combined set of

technologies and processes. These span middleware, database, security, analytics & artificial intelligence (AI), and monetary

and identity management concepts. Blockchain has become the common shorthand for a diverse collection of distributed

ledger products, with more than 70 offerings in the market. Examples of some of these offerings and their functional

capabilities are below.

Record Keeping

•Protecting internal

records and data from

corruptions with the

usage of blockchain

technology

Driving Efficiency

•The usage of

blockchain to drive

efficiencies in existing

business processes

Digital Assets

•New markets that

facilitate the creation

and trading of new

digital assets

Disruptors

•Reliance on blockchain

foundation to achieve

decentralization of

business and technology

functions

Blockchain Initiatives

Leaders in

Blockchain

3


4

Enterprise EV / LTM

Date Target Acquirer Target Business Description Value (mm) Revenue EBITDA

03/21/18*Hangzhou Susong

Technology

Balance

ReachProvides financial payment processing solutions. - - -

03/21/18*SEI Wealth

Platform

BMO Wealth

Management

Single-infrastructure wealth management solution

developed to support client relationship management.- - -

03/20/18DIREXYON

Technologies Inc.XPND Fund Software solutions for strategic financial modelling. - - -

03/20/18ƚ IntelCentrix Inc. IntelHypernet Develops blockchain technologies. $8.0 - -

03/19/18*Rentian

TechnologyLifting Rise

Provides Internet-of-things (IoT) solutions to

enterprise customers. $426.3 2.2x 16.7x

03/14/18* Trustly Group AB Nordic CapitalProvides online banking payment and processing

solutions in Europe.$865.9 - -

03/13/18 QiwiMelqart Asset

ManagementOperates electronic online payment systems. - - -

03/13/18Pariti

TechnologiesTandem Bank

Provides tools and services to find and manage low

cost loans.- - -

03/12/18* Booker Software MINDBODY Develops a cloud-based service commerce platform. - - -

03/12/18 eTouch Systems Virtusa CorporationDevelops and delivers enterprise-class Web 2.0

products.$126.0 - -

03/06/18*Kensho

TechnologiesS&P Global

Provides analytics, artificial intelligence, machine

learning, and data visualization systems.$564.3 28.2x -

03/06/18Innoveo

Solutions

Servion Global

Solutions

Provides software solutions and IT consulting services

for the insurance industry.- - -

03/05/18 PayLane Sp. z o.o. Polskie ePlatnosci Provides online payment processing services. - - -

03/04/18*TBE & Services

S.A.E.Ebitkar Operates as an electronic payment solution provider. $10.4 - -

03/01/18*ƚ Blockchain

DynamicsCryptoGlobal

Operates a platform offering security, custodial

services, trading, and staking. $13.4 - -

02/25/18ƚ Clara Diamond

SolutionsLucara Diamond

Develops and operates a cloud platform for selling

rough diamonds.$44.6 - -

02/23/18InfoVest

ConsultingStatPro Group plc

Develops and licenses investment data management

software for the investment management industry. $9.6 - 6.0x

02/23/18ƚ DragonchainRed Violet Blockchain

& Analytical Solutions

Designs and develops a serverless architecture

blockchain platform.- - -

02/22/18 Provade Smart ERP SolutionsProvides an enterprise vendor management system for

workforce management and procurement.- - -

02/20/18 CreditCall Network MerchantsProvides credit card payment processing services and

online payment systems.- - -

02/20/18IRN Payment

SystemsShift4 Payments Offers online payment processing solutions. - - -

02/15/18* Zenedge OracleDelivers enterprise-grade Web application security

and distributed denial of service protection platform.- - -

02/13/18*Shandong

Primedata

Huaruan Jinxin

TechnologyDevelops software for the financial industry. $15.8 - -

SELECT TRANSACTIONS

Source: Capital IQ, Pitchbook and Capstone Headwaters Research

* Announced transaction as of 3/30/2018ƚ Indicated Blockchain related transaction


5

Enterprise EV / LTM


02/13/18 BlockSeerDMG Blockchain

Solutions

Provides Blockseer to determine the validity of the

transacting party.$9.5 - -

02/09/18* Fraedom Visa Develops travel and expense management solutions. $195.7 4.3x -

02/07/18* PayVida SolutionVictory Square

TechnologiesOperates a global payment facilitator platform. $5.1 - -

02/07/18 Macro Games S.A. Rolling GamesOperates in the computer games and electronic

entertainment businesses.- - -

02/06/18Wombat Security

TechnologiesProofpoint, Inc.

Provides interactive software-based cyber security and

compliance assessment.$225.0 - -

02/05/18* CashTeleportEVI Global Group

Developments

Operates a blockchain payments and funds transfer

platform.$4.4 - -

02/05/18 Becker-CarrollConverge

Technology

Develops blockchain technology enabling enterprise

applications to participate in identity ecosystems.- - -

02/05/18 BestPay Grupo Garantia Payment processing services for merchants. - - -

02/02/18 Aljex Software MacroPoint Develops software for the transportation industry. $32.4 - -

02/02/18 Digital Fuel SV ApptioOffers SaaS and on premise information technology

business management solutions.$42.9 - -

02/02/18OpenLink

Financial Ion Investment

Offers transaction lifecycle management software to

energy, commodities, and financial services industries.- - -

02/01/18*Tapits

TechnologiesICICI Bank

Develops a platform to make payments cashless, card-

less and mobile-less.$0.3 - -

02/01/18* Digiliti MoneyFinTech Imaging

Solutions

Provides cloud-based software-as-a-service financial

technology solutions to the financial services industry. $2.6 - -

02/01/18CannaNUMUS

Blockchain

Abattis

Bioceuticals

Develops a crypto currency which represents the

performance of a portfolio of cannabis companies.$14.0 - -

02/01/18Lieberman

SoftwareBomgar

Provides privileged identity management and security

management products. - - -

02/01/18Great Rock

DevelopmentComepay

Provides Internet acquiring and support services that

facilitate payment transactions. - - -

01/30/18* Cassia ResearchVictory Square

Technologies

Online platform that builds and manages client

relationships. $5.5 - -

01/30/18 Node40HashChain

TechnologyDevelops a blockchain accounting software. $13.4 - -

01/30/18 Angoss Software Datawatch Provides predictive analytics software and solutions. $24.5 2.3x 11.1x

01/29/18 Payvision B.V. ING Groep N.V. Provides ecommerce payments processing solutions. $444.4 - -

01/29/18ƚ PB Blockchain Inc.Pistol Bay Mining Inc.

(TSXV:PST)

Develops blockchain applications for mining and

resource company management.- - -

01/19/18 Growprocess ProText MobilityDesigns and develops seed-to-sale blockchain digital

ledger platform.- - -

01/18/18 SteloAlianca Orgramentose

PatricipacoesOffers e-commerce payment processing services. $38.9 - -

SELECT TRANSACTIONS (CONTINUED)

Source: Capital IQ, Pitchbook and Capstone Headwaters Research

* Announced transaction as of 3/30/2018ƚ Indicated Blockchain related transaction


6

Enterprise EV / LTM


01/18/18 ScaleArc Ignite Technologies Develops a database load balancing software. - - -

01/17/18* Paymark Ingenico Group – GCSProvides electronic payment transaction processing

services.$120.4 2.2x 5.1x

01/16/18*Blackhawk

Network

Silver Lake &

P2 Capital Partners

Provides a range of prepaid gift, telecom, and debit

cards in physical and electronic forms.$3,019.2 1.4x 16.0x

01/16/18*ƚ Stater Blockchain Long BlockchainDevelops blockchain technology based trade

settlement and document verification platform.- - -

01/16/18 ACCEO Solutions N. Harris ComputerDesigns, develops and offers banking, accounting,

business, and cloud computing solutions.$201.4 - -

01/11/18* DST Systems SS&C TechnologiesProvides technology-based information processing

and servicing solutions.$5,671.1 2.6x 11.6x

01/11/18Lombard Risk

ManagementVermeg N.V.

Provides trading, valuation, and risk management

systems.$70.5 1.6x -

01/10/18*Performance

Health

Providence Plan

PartnersOffers business process outsourcing services. - - -

01/10/18 Perforce SoftwareClearlake Capital

Group, L.P.

Develops, markets, and supports software

configuration management systems.- - -

01/10/18 PayMaxx Pro M&A Ventures, LLC Develops payment processing solutions. - - -

01/09/18*Northgate Public

ServicesNEC Provides software and outsourcing services worldwide. $642.0 - -

01/09/18 RGI S.P.A. Corsair CapitalDevelops and delivers software products and

technological services for the insurance sector.- - -

01/05/18 Hashcove Long BlockchainDevelops and delivers blockchain solutions for

blockchain document verification.$13.2 - -

01/04/18Government

Payment ServicesSecurus Technologies

Engages in processing electronic payments of credit

and debit cards. - - -

01/02/18*ƚ CRM Software AdvisorEngine Provides CRM solutions for financial advisors. - - -

SELECT TRANSACTIONS (CONTINUED)

* Announced transaction as of 3/30/2018ƚ Indicated Blockchain related transaction Source: Capital IQ, Pitchbook and Capstone Headwaters Research


7

FINANCIAL TECHNOLOGY COVERAGE VERTICALS

Our FinTech practice focuses on providing high quality corporate finance advice to software and hardware technology and

service providers that serve the entire payments spectrum, banks, brokerage firms, asset managers and insurance company

markets.

We leverage domain expertise to provide high-quality merger and acquisition, institutional financing and strategic advisory

services to private and publicly traded financial technology and information-based companies globally.

Fintech companies are

attractive - we make sure

every penny counts.

Capital

MarketsBanks

Insurance

Card

Issuer

Payments

Loan Origination

Mobile Banking

Payment

Processing

Risk

Assessment

Predictive

Analytics

Fraud

Detection

Risk Management

Credit

Monitoring

Payment

Gateway

POS

Processor

MSOs

Payment

Platform

Risk

Management

Trading Analytics

Securities

Trading


8

Bank Technology

The mean revenue multiples for Bank Technology Providers

have increased 31.1% over the last five years from 4.5x to 5.9x

and have increased from 5.6x to 5.9x over the last 12 months.

The mean EBITDA multiples have increased by 51.0% over the

same period from 15.7x to 23.7x and have increased from 19.5x

to 23.7x over the past 12 months.

The mean EBITDA multiple decreased by 3.2% and the mean

revenue multiple increased by over 1.7% from our Q1 report.

Financial Systems Software

The mean revenue multiples for Financial Systems Software

increased by 20.5%, from 4.4x to 5.3x over the last five years,

increasing from 4.9x to 5.3x over the last 12 months.

The mean EBITDA multiples increased by 10.4% from 28.8x to

31.8x over the same five year period and increased from 31.1x


The mean EBITDA multiple increased by 6.7% and the mean

revenue multiple increased by about 8.0% from our Q1 report.

Risk Management Providers

The mean revenue multiples of Risk Management Providers

have increased 10% over the last five years from 4.9x to 5.4x

and increased from 5.0x to 5.4x over the last 12 months.

The mean EBITDA multiples have decreased by 54.8% over the

same period from 46.5x to 25.5x and have increased from 20.6x



revenue multiple increased by over 5.8% from our Q1 report.

MULTIPLES BY SECTOR

Source: Capital IQ as of March 30, 2017

4.5x 4.9x 5.6x 5.9x

15.7x 16.3x

19.5x

23.7x

0x

5x

10x

15x

20x

25x

2013 2015 2017 LTM

EV / Revenue EV / EBITDA

4.4x 4.7x 4.9x 5.3x

28.8x30.7x 31.1x 31.8x

0x

5x

10x

15x

20x

25x

30x

35x

2013 2015 2017 LTM


4.9x 4.7x 5.0x 5.4x

46.5x

53.6x

20.6x25.5x

0x

10x

20x

30x

40x

50x

60x

2013 2015 2017 LTM



9

Financial Information/Data Providers

The mean revenue multiples for Financial Information/Data

Providers have increased 21.4% over the last five years from

4.2x to 5.1x and have increased slightly from 4.9x to 5.1x over

the last 12 months.

The mean EBITDA multiples have increased by 18.6% over the

last 5 years from 13.4x to 15.9x and have increased over the last

12 months, going from 14.9x to 15.9x.


revenue multiple increased by 8.5% from our Q1 report.

Payment Processors

The mean revenue multiples for Payment Processors have

remained flat over the last five years, with a slight drop

occurring in the last 12 months from 3.6x to 3.5x.

The mean EBITDA multiple for this group decreased by 12.8%,

from 20.3x to 17.1x over the same five year period and

decreased slightly from 17.0x to 17.1x in the last 12 months.

The mean EBITDA and revenue multiple have remained flat

since our Q1 report.


Investment Research Data

The mean revenue multiples for Investment Research Data

providers increased by 9.0%, from 5.5x to 6.0x over the last five

years and increased from 5.5x to 6.0x in the last 12 months.

The mean EBITDA multiples for this group have declined by

11.2% during the same 5 year period and have decreased from

24.8x to 23.0x in the last 12 months.



MULTIPLES BY SECTOR (CONTINUED)

3.5x 3.5x 3.6x 3.5x

20.3x

17.5x 17.0x 17.1x

0x

5x

10x

15x

20x

25x

2013 2015 2017 LTM


4.2x 4.6x 4.9x 5.1x

13.4x14.5x 14.9x

15.9x

0x

2x

4x

6x

8x

10x

12x

14x

16x

18x

2013 2015 2017 LTM


5.5x 5.2x 5.5x 6.0x

25.9x23.4x

24.8x23.0x

0x

5x

10x

15x

20x

25x

30x

2013 2015 2017 LTM



10

Payment Services

The mean revenue multiples for Payment Services increased by

28.6%, from 1.4x to 1.8x over the last five year time period with

a slight increase over the last 12 months.

The mean EBITDA multiple for this group increased by 47.9%

over the last 5 years from 7.1x to 10.5x and from 10.4x to 10.5x

over the last 12 months.


revenue multiple decreased by 5.3% from our Q1 report.


Payment Technology Providers

The mean revenue multiples for Payment Technology Providers

have increased by 14.2% over the last five years from 4.2x to

4.8x and increased from 4.5x to 4.8x over the last 12 months.

The mean EBITDA multiples increased by 21.2% over the last 5

years from 17.9 to 21.7x and increased from 19.1x to 21.7x over

the last 12 months.



MULTIPLES BY SECTOR (CONTINUED)

The mean revenue multiples for Card Solutions increased by

19.4%, from 7.2x to 8.6x over the last five year time period and

increased from 7.4x to 8.6x over the last 12 months.

The mean EBITDA multiple for this group increased by 18.4%

over the last 5 years from 16.3x to 19.3x and from 17.9x to

19.3x over the last 12 months.



Card Solutions

4.2x 4.0x 4.5x 4.8x

17.9x 17.8x19.1x

21.7x

0x

5x

10x

15x

20x

25x

2013 2015 2017 LTM


7.2x 7.3x 7.4x8.6x

16.3x 16.9x17.9x

19.3x

0x

5x

10x

15x

20x

25x

2013 2015 2017 LTM


1.4x 1.4x 1.8x 1.8x

7.1x7.8x

10.4x 10.5x

0x

2x

4x

6x

8x

10x

12x

2013 2015 2017 LTM



11

PUBLIC COMPANY TRADING & OPERATING DATA


($USD in millions, except per share data)

Stock Price % of 52-Week Market Enterprise LTM LTM

Company Name Ticker 3/30/2018 High Low Cap Value Revenue EBITDA Revenue EBITDA

Bank Technology

Bottomline Technologies (de), Inc. EPAY $38.75 96.9% 180.1% $1,576 $1,652 $366 $42 4.5x 39.6x

Deluxe Corporation DLX $74.01 93.8% 111.4% $3,539 $4,189 $1,966 $485 2.1x 8.6x

Fiserv, Inc. FISV $71.31 95.8% 124.1% $29,466 $34,041 $5,696 $1,788 6.0x 19.0x

Jack Henry & Associates, Inc. JKHY $120.95 95.0% 132.2% $9,345 $9,387 $1,472 $456 6.4x 20.6x

Q2 Holdings, Inc. QTWO $45.55 93.4% 142.6% $1,914 $1,815 $194 ($15) 9.4x NM

Temenos Group AG TEMN $119.98 79.4% 145.8% $8,287 $8,562 $735 $199 11.6x 42.9x

Median $5,913 $6,376 $1,104 $328 6.2x 20.6x

Mean $9,021 $9,941 $1,738 $493 6.7x 26.2x

BPO (Business Process Outsourcing)

ExlService Holdings, Inc. EXLS $55.77 86.7% 123.8% 1,907.2 1,703.5 762.3 111.6 2.2x 15.3x

Genpact Limited G $31.99 92.0% 137.1% $6,189.4 $6,905.1 $2,736.9 $424.8 2.5x 16.3x

WNS (Holdings) Limited WNS $45.33 93.9% 163.7% 2,280.2 2,175.4 714.6 91.6 3.0x 23.7x

Median $2,280.2 $2,175.4 $762.3 $111.6 2.5x 16.3x

Mean $3,458.9 $3,594.6 $1,404.6 $209.3 2.6x 18.4x

Card Solutions

Alliance Data Systems Corporation ADS $212.86 76.5% 103.5% 11,805.5 33,433.3 7,719.4 1,738.0 4.3x 19.2x

American Express Company NYSE: AXP $93.28 91.1% 123.5% 80,234.3 105,380.0 30,466.0 NM NM NM

Blackhawk Network Holdings, Inc. HAWK $44.70 95.1% 137.1% 2,440.2 2,006.6 2,231.6 189.1 0.9x 10.6x

Discover Financial Services DFS $71.93 87.8% 125.1% 25,430.9 51,698.0 7,318.0 NM NM NM

FleetCor Technologies, Inc. FLT $202.50 94.7% 166.6% 18,186.3 21,791.3 2,249.5 1,120.4 9.7x 19.4x

Mastercard Incorporated MA $175.16 95.3% 157.8% 184,160.6 181,902.6 12,497.0 7,248.0 14.6x 25.1x

Visa Inc. V $119.62 94.3% 135.7% $269,971.0 $280,517.0 $18,759.0 $12,837.0 15.0x 21.9x

WEX Inc. WEX $156.62 95.9% 161.0% 6,739.7 8,651.6 1,250.5 440.8 6.9x 19.6x

Median $21,808.6 $42,565.6 $7,518.7 $1,429.2 8.3x 19.5x

Mean $74,871.1 $85,672.5 $10,311.4 $3,928.9 8.6x 19.3x

Investment Research Data

Envestnet, Inc. ENV $57.30 95.1% 180.2% 2,562.7 2,743.2 683.7 77.4 4.0x 35.4x

Financial Engines, Inc. FNGN $35.00 77.8% 143.1% 2,207.1 1,983.0 480.5 111.3 4.1x 17.8x

Morningstar, Inc. MORN $95.52 92.3% 139.6% 4,059.4 3,886.1 911.7 234.5 4.3x 16.6x

MSCI Inc. MSCI $149.47 93.4% 157.3% $13,433.9 $14,622.5 $1,274.2 $659.2 11.5x 22.2x

Median $3,311.1 $3,314.6 $797.7 $172.9 4.2x 20.0x

Mean $5,565.8 $5,808.7 $837.5 $270.6 6.0x 23.0x

Financial Information

Ebix, Inc. EBIX $74.50 85.1% 142.2% 2,345.8 2,707.7 364.0 124.2 7.4x 21.8x

Equifax Inc. EFX $117.81 80.1% 131.5% 14,151.8 16,584.3 3,362.2 1,115.5 4.9x 14.9x

FactSet Research Systems Inc. FDS $199.42 91.7% 128.6% 7,782.1 8,091.7 1,303.1 428.8 6.2x 18.9x

Informa plc INF $10.09 93.0% 113.9% 8,307.3 10,250.4 2,375.6 754.9 4.3x 13.6x

Moody's Corporation MCO $161.30 94.0% 145.6% 30,825.8 35,395.8 4,204.1 1,989.9 8.4x 17.8x

Pearson plc LSE:PSON $10.51 96.5% 133.0% 8,139.6 9,132.0 6,099.9 742.0 1.5x 12.3x

S&P Global Inc. SPGI $191.06 96.6% 149.7% 47,642.5 49,827.5 6,063.0 2,931.0 8.2x 17.0x

The Dun & Bradstreet Corporation DNB $117.00 89.3% 115.6% 4,338.9 5,590.7 1,742.5 458.1 3.2x 12.2x

TransUnion TRU $56.78 92.4% 151.2% 10,440.6 12,863.7 1,933.8 702.4 6.7x 18.3x

Trifast plc TRI $3.62 97.4% 134.6% $439.5 $450.5 $260.9 $28.6 1.7x 15.7x

Wolters Kluwer N.V. WKL $53.21 96.0% 122.2% 14,803.0 17,356.9 5,309.8 1,456.5 3.3x 11.9x

Median $8,307.3 $10,250.4 $2,375.6 $742.0 4.9x 15.7x

Mean $13,565.2 $15,295.6 $3,001.7 $975.6 5.1x 15.9x

Payment Hardware Solutions

Diebold Nixdorf, Incorporated DBD $15.40 49.7% 119.4% 1,169.5 2,938.9 4,609.3 292.0 0.6x 10.1x

Ingenico Group - GCS ING $81.16 69.8% 104.7% 5,052.3 6,911.4 3,014.5 610.0 2.3x 11.3x

NCR Corporation NCR $31.52 68.6% 107.9% $3,737.4 $7,019.4 $6,516.0 $919.0 1.1x 7.6x

VeriFone Systems, Inc. PAY $15.38 71.6% 100.1% 1,697.8 2,416.5 1,853.9 228.6 1.3x 10.6x

Median $2,717.6 $4,925.2 $3,811.9 $451.0 1.2x 10.3x

Mean $2,914.3 $4,821.5 $3,998.4 $512.4 1.3x 9.9x

LTM

EV as a Multiple of:


12






LTM


Financial Systems Software / Processing

Broadridge Financial Solutions, Inc. BR $109.69 99.7% 165.0% 12,795.8 13,651.9 4,292.3 794.2 3.2x 17.2x

DST Systems, Inc. DST $83.65 99.0% 166.6% 4,962.0 5,502.3 2,218.2 436.6 2.5x 12.6x

Fidelity National Information Services, Inc. FIS $96.30 92.9% 122.1% $31,892.6 $40,099.6 $9,123.0 $2,507.0 4.4x 16.0x

Fidessa group plc FDSA $51.44 93.4% 181.4% 1,980.1 1,850.4 478.4 89.4 3.9x 20.7x

Guidewire Software, Inc. GWRE $80.83 87.2% 146.3% 6,459.1 5,953.9 576.5 39.2 10.3x 151.9x

Intuit Inc. INTU $173.35 96.7% 151.0% 44,396.9 44,773.9 5,434.0 1,637.0 8.2x 27.4x

Linedata Services S.A. ENXTPA:LIN $38.81 54.3% 104.1% 278.7 364.9 214.9 41.2 1.7x 8.9x

SimCorp A/S CPSE:SIM $69.39 93.6% 123.0% 2,734.1 2,732.3 412.3 110.5 6.6x 24.7x

SS&C Technologies Holdings, Inc. SSNC $53.64 99.4% 154.4% 11,083.6 13,064.8 1,675.3 628.7 7.8x 20.8x

The Sage Group plc SGE $8.97 77.5% 102.9% 9,714.2 10,750.1 2,299.4 619.4 4.7x 17.4x

Median $8,086.7 $8,352.0 $1,946.7 $528.0 4.5x 19.0x

Mean $12,629.7 $13,874.4 $2,672.4 $690.3 5.3x 31.8x

Payment Processing

Cardtronics plc CATM $22.31 47.5% 141.2% 1,024.0 1,889.1 1,507.6 332.7 1.3x 5.7x

Euronet Worldwide, Inc. EEFT $78.92 78.1% 105.7% 4,058.0 3,700.3 2,252.4 395.1 1.6x 9.4x

EVERTEC, Inc. EVTC $16.35 83.7% 129.8% 1,183.6 1,752.8 407.1 139.4 4.3x 12.6x

First Data Corporation FDC $16.00 83.2% 109.1% $14,819.5 $36,453.5 $8,129.0 $2,875.0 4.5x 12.7x

Global Payments Inc. GPN $111.52 93.8% 145.8% 17,789.4 21,919.1 3,975.2 1,104.6 5.5x 19.8x

JetPay Corporation JTPY $2.45 50.1% 169.0% 37.8 106.7 76.0 4.1 1.4x 26.3x

Planet Payment, Inc. PLPM $0.00 NA NA 0.0 0.0 53.0 13.2 0.0x 0.0x

Total System Services, Inc. TSS $86.26 95.1% 166.3% 15,675.6 18,534.8 4,928.0 982.0 3.8x 18.9x

Worldpay, Inc. VNTV $0.00 NA NA 24,660.3 30,303.3 4,026.5 888.6 7.5x 34.1x

Median $4,058.0 $3,700.3 $2,252.4 $395.1 3.8x 12.7x

Mean $8,805.4 $12,740.0 $2,817.2 $748.3 3.3x 15.5x

Payment Services

Green Dot Corporation GDOT $64.16 92.5% 200.2% 3,290.4 2,440.2 890.2 138.1 2.7x 17.7x

MoneyGram International, Inc. MGI $8.62 48.1% 101.5% 468.1 1,186.2 1,602.1 221.6 0.7x 5.4x

The Western Union Company WU $19.23 86.6% 104.6% $8,857.4 $11,049.5 $5,524.3 $1,302.7 2.0x 8.5x

Median $3,290.4 $2,440.2 $1,602.1 $221.6 2.0x 8.5x

Mean $4,205.3 $4,892.0 $2,672.2 $554.1 1.8x 10.5x

Payment Technology Solutions

ACI Worldwide, Inc. ACIW $23.72 89.9% 117.3% 2,749.3 3,367.5 1,024.2 178.0 3.3x 18.9x

Cass Information Systems, Inc. CASS $59.51 91.6% 111.8% 731.2 503.1 137.5 48.4 3.7x 10.4x

Mitek Systems, Inc. MITK $7.40 68.8% 115.2% 258.3 219.9 48.3 6.2 4.6x 35.5x

PayPal Holdings, Inc. PYPL $75.87 87.9% 180.4% $91,056.2 $80,430.2 $13,094.0 $2,427.0 6.1x 33.1x

Qiwi plc QIWI $19.11 72.0% 139.8% 1,164.7 857.3 363.3 81.2 2.4x 10.6x

Square, Inc. SQ $49.20 84.2% 295.3% 19,500.7 18,999.7 2,214.3 (23.5) 8.6x NM

Median $1,957.0 $2,112.4 $693.8 $64.8 4.1x 18.9x

Mean $19,243.4 $17,396.3 $2,813.6 $452.9 4.8x 21.7x

Risk Management / BI

Cognizant Technology Solutions Corporation CTSH $80.50 94.6% 140.0% $47,338.1 $43,155.1 $14,810.0 $3,032.0 2.9x 14.2x

Fair Isaac Corporation FICO $169.37 94.3% 134.7% 5,093.5 5,663.1 947.9 216.0 6.0x 26.2x

NICE Ltd. NICE $93.24 95.0% 135.2% 5,707.4 5,762.4 1,332.2 307.3 4.3x 18.7x

Open Text Corporation OTEX $34.80 86.3% 112.7% 9,250.2 11,543.5 2,631.8 732.4 4.4x 15.8x

Pegasystems Inc. PEGA $60.65 93.5% 141.9% 4,736.7 4,513.0 840.6 63.4 5.4x 71.2x

Progress Software Corporation PRGS $38.45 71.7% 134.3% 1,783.6 1,736.5 400.6 144.5 4.3x 12.0x

Tableau Software, Inc. DATA $80.82 92.3% 164.3% 6,589.8 5,735.1 877.1 (146.2) 6.5x NM

Verisk Analytics, Inc. VRSK $104.00 98.0% 137.6% 17,162.1 20,024.8 2,145.2 987.4 9.3x 20.3x

Median $6,148.6 $5,748.7 $1,140.0 $261.7 4.9x 18.7x

Mean $12,207.7 $12,266.7 $2,998.2 $667.1 5.4x 25.5x


13

LTM FinTech Index v. Major Indices






LTM


-5.0%

0.0%

5.0%

10.0%

15.0%

20.0%

25.0%

30.0%

35.0%

40.0%

FinTech Index - 2017 - Index Value S&P 500 (^SPX) - Index Value

Dow Jones Industrial Average (^DJI) - Index Value NASDAQ Composite Index (^COMP) - Index Value

Real Estate Information

CoreLogic, Inc. CLGX $45.23 91.7% 117.5% 3,688.0 5,322.8 1,851.1 385.1 2.9x 13.8x

CoStar Group, Inc. CSGP $362.68 95.8% 180.1% $13,090.8 $11,879.4 $965.2 $250.5 12.3x 47.4x

Reis, Inc. REIS $21.45 96.0% 134.5% 248.2 228.5 48.2 8.2 4.7x 27.7x

Zillow Group, Inc. ZG $54.00 90.4% 163.1% 10,271.3 9,894.2 1,076.8 82.7 9.2x NM

Median $6,979.7 $7,608.5 $1,021.0 $166.6 7.0x 27.7x

Mean $6,824.6 $6,831.2 $985.3 $181.6 7.3x 29.7x

Real Estate Mortgage Technology

Altisource Portfolio Solutions S.A. ASPS $26.56 56.5% 164.3% 462.1 724.5 942.2 124.2 0.8x 5.8x

Ocwen Financial Corporation OCN $4.12 72.4% 194.3% $549.4 $7,373.8 $1,194.6 $278.0 6.2x 26.5x

Median $505.8 $4,049.1 $1,068.4 $201.1 3.5x 16.2x

Mean $505.8 $4,049.1 $1,068.4 $201.1 3.5x 16.2x

Overall

Median $4,058.0 $4,925.2 $1,140.0 $261.7 4.2x 18.7x

Mean $13,370.7 $15,168.0 $2,870.7 $760.4 4.7x 20.3x


14

FIRM TRACK RECORD

Channel

management

SaaS platform

processing $2B in

channel payments

annually

Provides short

term financing

solutions to used

vehicle dealers

Provides payment

software and

services for the

multi-space

parking meter

market

Automated accounts

payable software

solutions for the

Fortune 5000

Facebook

e-commerce platform

to manage orders and

inventory on

Facebook stores

has obtained junior debt

financing second-lien

term loan

a portfolio company of

has been obtained

a senior credit facility

has been acquired by

has been acquired by has been acquired by

has divested specific

assets to

International money

transfer services

focused on the US

Hispanic market

Provides real

estate marketing

services


Provider of a

network traffic

analytics system



15

FIRM TRACK RECORD

AI platform for

end-to-end

automation of

knowledge-based

processes

Corporate card

payment solutions

to customers

globally


has divested its

subsidiary

to



Provides identity

theft protection

SaaS to

consumers

Financial

communications

and analysis

software

Solutions for e-

commerce and

payment

processing

industries has received a strategic

investment from

KBRA ANALYTICS

Provides home

price analytics

services

AI and cognitive

computing

platform

buy-side advisory


Leading provider of

enterprise-class

collections and

recovery solutionshas been acquired by


David Francione

Managing Director, FinTech

[email protected] | 617-419-2040

Previously, David served as Senior Vice President at Silverwood Partners, a global investment banking firm. Prior to

joining Silverwood Partners, he was head of corporate development for Elcom International, Inc., a $500 million

international publicly-traded eCommerce technology platform company. David began his career with SS&C

Technologies (Nasdaq:SSNC), a leader in securities processing software and analytics and then joined the investment

banking group at Advest, Inc. (acquired by Merrill Lynch), where he focused on public offerings, mergers and

acquisitions, private financings and valuations for financial services, technology and consumer products companies.

David holds a Bachelor of Science degree in Finance from CCSU and earned an MBA in finance from the University of

Connecticut. He serves as a member of the board of directors for the University of Connecticut alumni association

and is co-chair of its investment committee.

FINANCIAL TECHNOLOGY REPORT CONTRIBUTORS

Brad Sportack

Associate


Brad is an Associate at Capstone Headwaters supporting the Financial Technology team. Prior to joining Capstone

Headwaters, Brad worked as an Associate at Tully & Holland, Inc. where he executed M&A transactions for consumer

product companies. Prior to Tully & Holland, Brad worked as an investment banker at a boutique merchant bank

focused on executing transactions with middle market software companies in the U.S. and abroad. Brad began his

career at Brown Brothers Harriman & Co. where he worked with institutional investment managers in executing

domestic and cross-border securities related transactions. Brad holds a BS in Finance from Bryant University and

received his MBA from Babson College.

16

David Michaels

Managing Director, Head of TMT


David Michaels is a Managing Director of Capstone Headwaters where he is responsible for managing the firm’s

Technology & Telecom Group. David founded SagePoint Advisors in 2008, a boutique investment banking firm

focused on providing M&A advisory services to technology and telecom companies. Prior to founding SagePoint,

David was a Co-Founder, Partner and Managing Director at Montgomery & Co., a leading investment bank focused

on serving emerging-growth technology companies. David co-founded Montgomery’s investment banking business

in 1996 and played an instrumental role in building the business to over $50 million in revenues and 80 employees.

David has intimate knowledge of the strategic landscape, market dynamics and technology underpinnings of several

high technology market segments including Mobile Software & Services, Consumer Internet, E-Commerce, Enterprise

SaaS, Cloud & Infrastructure Software and Consumer, IT & Telecom Hardware. Prior to joining Montgomery in 1994,

David worked as an investment banker at Bankers Trust and prior to that, as a structural engineer at General

Dynamics.


Gaurav Bhasin

Managing Director, TMT


Prior to joining Capstone Headwaters, Gaurav was a Managing Director at Pagemill Partners, a division of Duff &

Phelps Securities. Gaurav also previously worked as an investment banker at Banc of America Securities in the

Technology, Media Group where he provided advisory services to technology companies on IPOs, follow-on

offerings, M&A and debt-related transactions representing more than $3B in aggregate value. He has successfully

completed complex cross-border transactions in geographical regions worldwide including Canada, Europe and

Israel. One of his cross-border transactions led ACQ to recognize the transaction as Cross-Border M&A Advisor of

the Year.

Gaurav started his career in engineering and moved into management positions at Vitesse. Gaurav holds an MS in

engineering from Henry Samueli School of Engineering and Applied Science at UCLA where he graduated in the top

5% of his class and attended engineering school on a full research fellowship. He also got an MBA from the Anderson

School of Management at UCLA while working full-time from where he graduated with Anderson Honors.

Report Title | Q4 2017

EXTENDED FINANCIAL TECHNOLOGY TEAM

US MIDDLE MARKET

INVESTMENTBANKOF

THE YEAR

2017

BOUTIQUE RESTRUCTURING

INVESTMENT BANK OF

THE YEAR

2017

MIDDLE MARKET

INVESTMENTBANKOF

THE YEAR

2017

TOP 10 MOST REFERRED

INVESTMENTBANKS

2016

17

John Snead Managing Director

+44 7979 704302

[email protected]

Paul Janson COO

303-572-6012

[email protected]

Tyler ComannManaging Director

415-272-2463

[email protected]

Rachel Candler Director

303-619-3791

[email protected]

Teak Murphy Director

310-746-5006

[email protected]

Lisa Tolliver Director

310-929-5955

[email protected]

1

2

www.capstoneheadwaters.com

Capstone Headwaters is an elite investment banking firm dedicated to serving the corporate finance needs of middle market

business owners, investors and creditors. Capstone Headwaters provides merger & acquisition, private placement, corporate

restructuring and financial advisory services across 16 industry verticals to meet the lifecycle needs of emerging enterprises.

Headquartered in Boston, MA and Denver, CO, Capstone Headwaters has 20 offices in the US, UK and Brazil with a global

reach that includes over 300 professionals in 34 countries.

BUILT FOR THE MIDDLE MARKET

UNITED STATES

150+ professionals

18 offices

Atlanta • Boston • Boise

Burlington • Chicago • Dallas

Denver • Greenwich• Houston

Los Angeles • New York • Orange

County • Philadelphia • San Diego •

San Francisco • St Louis • Tampa

Washington DC

INTERNATIONAL

300+ professionals

37 offices in 35 countries

Argentina • Belgium

Brazil • Canada • Chile • China

Colombia • Croatia • Czech Republic • Denmark

Egypt • Finland • France • Germany • Hungary • India

Ireland • Italy • Japan • Mexico • Morocco •Netherlands

Norway • Peru • Poland • Russia • Spain • Sweden • Switzerland

Turkey • United Arab Emirates • United Kingdom • United States • Vietnam

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