FINANCIAL TECHNOLOGY SECTOR REVIEW€¦ · share while also capturing higher proportions of...

Harris Williams & Co. Ltd is a private limited company authorised and regulated by the Financial Conduct Authority, incorporated under English law with its registered office at 5th Floor, 6 St. Andrew Street, London EC4A 3AE, UK, registered with the Registrar of Companies for England and Wales under company number 7078852. Directors: Mr. Ned Valentine, Mr. Paul Poggi, Mr. Thierry Monjauze and Mr. Aadil Khan.

Harris Williams & Co. Ltd Niederlassung Frankfurt (German branch) is registered in the Commercial Register (Handelsregister) of the Local Court (Amtsgericht) of Frankfurt am Main, Germany, under registration number HRB 96687, having its business address at Bockenheimer Landstrasse 33-35, 60325 Frankfurt am Main, Germany. Permanent Representative (Ständiger Vertreter) of the Branch Niederlassung: Mr. Jeffery H. Perkins.

www.harriswilliams.de

FINANCIAL TECHNOLOGY SECTOR REVIEWTECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

PAGE |

FINANCIAL TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q2 2017

1

has been

recapitalized by

Fintech

Healthcare IT

HARRIS WILLIAMS & CO. OVERVIEW

KEY CONTACTS

FINTECH

Tyler [email protected]+1 (617) 654-2133

Scott ReinigVice [email protected]+1 (617) 654-2113

UNITED STATES

Jeff BistrongManaging [email protected]+1 (617) 654-2102

Mike WilkinsManaging [email protected]+1 (415) 217-3411

Sam HendlerManaging [email protected]+1 (617) 654-2117

EUROPE

Thierry MonjauzeManaging [email protected]+44 (0) 20 7518 8901

wwwwww.harrisw.harriswilliilliaammss.de

HARRIS WILLIAMS & CO. (HW&CO.) GLOBAL ADVISORY PLATFORM

SOFTWARE / SAAS

Enterprise Software

Data and Analytics

Infrastructure and

Security Software

IT and Tech-Enabled

Services

Data Center and

Managed Services

INTERNET & DIGITAL MEDIA

Online Marketing

Consumer Internet

Digital Media and Content

eCommerce and Retail

Mobile

HW&CO. TECHNOLOGY, MEDIA & TELECOM (TMT) GROUP FOCUS AREAS

SELECT RECENT HW&CO. TMT TRANSACTIONS

TMT VERTICAL FOCUS AREAS

25+ year history with over 120closed transactions in the last24 months

Over 260 professionals acrosseight offices in the U.S. andEurope

Strategic relationships in Indiaand China

10 industry groups

KEY FACTS

HW&Co. Office

Network Office

Education Technology

Engineering SolutionsSoftware

Public Sector and Non-Profit

Supply Chain, Transportation,and Logistics

Professional Services

Human CapitalManagement

2017

has received a minority

investment fromhas been acquired by has been acquired by has been acquired by has acquired

has received a majority

Investment from

has received

a growth

investment from

has been acquired byhas received a majority

investment from


investment fromhas been acquired by

http://www.harriswilliams.com/


http://www.leisurepassgroup.com/

PAGE | 2



HW&CO. FINANCIAL TECHNOLOGY (FINTECH) TAXONOMY

HW&Co.’s fintech practice is focused on companies with software and technology core to their value proposition and market position.

SELECT HW&CO. FINANCIAL TECHNOLOGY TRANSACTIONS

ENTERPRISE & COMMERCIAL INSTITUTIONAL

SELECT MARKET PARTICIPANTS SELECT MARKET PARTICIPANTS SELECT MARKET PARTICIPANTS

KEY FOCUS AREAS

PAYMENTS

B2B TRANSACTIONS

FINANCIAL SOFTWARE

Solutions focused on supporting B2B payments and financial activity, and serving the financial needs

of enterprises of all sizes

KEY FOCUS AREAS

PEER TO PEER

PERSONAL FINANCE

Solutions focused on delivering improved financial and payment experiences, personal wealth

management, and access to consumer loans

Solutions focused on serving the specific operational and compliance needs of banks, insurance companies, and asset managers

KEY FOCUS AREAS

BANKING

INSURANCE

ASSET MANAGEMENT

TRADING

CONSUMER

Data-driven marketing

and analytics tools to

the automotive industryhas been

acquired by

SaaS solutions that

manage the process of

claim to payment for

physicians has been

acquired by

SaaS solutions that

enable grants, giving,

and financial

management for the

non-profit community

has been

acquired by

SaaS-based employee

benefits

management

technology providerhas been

acquired by

Property valuation, tax

assessment, revenue,

billing, and document

management software

solutions

has been

acquired by

Integrated payments

and member

management solutions

for faith-based and

non-profit organizations


investment from

Integrated SaaS and

payment solutions for

health clubs and fitness

centershas been

recapitalized by

Youth sports

management software

and integrated

payments solutionshas received a majority

investment from

SaaS solutions that

automate data

collection,

bookkeeping, and

accounting processes

for SMBs

has received a minority

investment from

HW&Co. will be at Money 20/20 in Las

Vegas from October 22nd-25th.

Please contact

[email protected] to

schedule a meeting.

EVENTS

mailto:[email protected]

PAGE | 3



RISK

MGMT

UNDER-

WRITING

CORE

SYSTEMS

HARRIS WILLIAMS & CO. FINTECH ECOSYSTEM

P2P

PAYMENTS

ACQUIRER / PROCESSOR

PAYMENT

NETWORK

P2P LENDING

CREDIT

MONITORING

Form of Payment

Goods / Services

MOBILE

WALLETC

ap

ture

Pa

ym

en

t

Info

rma

tionS

ett

lem

en

t

ACCOUNTINGMARKETPLACE

LENDING

B2B

PAYMENTS

GLOBAL

REMITTANCE

SUPPLY CHAIN

&

PROCUREMENT

SUBSCRIPTION

BILLING

CROWD

FUNDING

Authorization

Tran

sac

tion

Da

ta

Route

to Network

CORE

SYSTEMSLENDING BANK

INSURANCE

COMPLIANCE

TRADING

UNDER-

WRITING

ASSET

MANAGEMENT

& TRADING

WEALTH

MGMT

HR, PAYROLL,

& BENEFITS

CONSUMER

Au

the

ntic

atio

n

PERSONAL

FINANCIAL

MGMT

DA

TA&

AN

ALY

TICS

DIS

TRIB

UTE

DLED

GER

TEC

HN

OLO

GY

COMMERCIAL

BUSINESS

* Dotted lines represent the typical flow of payment transactions.

Solutions focused on supporting B2B payments and financial activity, and serving the financial needs of enterprises of all sizes

Solutions focused on delivering improved financial and payment experiences, personal wealth

management, and access to consumer loans

Solutions focused on serving the specific operational and compliance needs of

banks, insurance companies, and asset managers

CONSUMER PLATFORMS INSTITUTIONAL PLATFORMS ENTERPRISE & COMMERCIAL PLATFORMS

PAGE | 4



CASE STUDY: RECEIPT BANK

HW&CO. DEAL CONTACTS

HW&Co.’s TMT Group advised Receipt Bank on the minority investment from Insight VenturePartners.

Thierry Monjauze

Managing Director

[email protected]

Office: +44 (207) 518-8901

Sylvain Noblet

Vice President

[email protected]

Office: +44 (207) 518-8917

Jonathan Organ

Director

[email protected]

Office: +44 (207) 518-8909

ENTERPRISE & COMMERCIAL

RELEVANT SECTORS:

SaaS

Data & Analytics

AI/ Machine

Learning

Fintech

Receipt Bank is an award-winning automatedbookkeeping SaaS platform for over 3,600 SMBsand accounting partners across EMEA, Australia,and North America.

Receipt Bank is recognized for its best-in-classdata extraction technology and unrivaledaccuracy, and has built one of the largest AIteams in the industry focused on bookkeepingautomation.

The minority growth investment from InsightVenture Partners positions the Company toaccelerate growth through global expansion andnew product development as it continues toreinforce its market-leading position.

a portfolio company of

has received a

minority investment from




PAGE | 5



7.5x 20.2x 18.5x

Enterprise Value /

LTM Rev. LTM EBITDA 17E EBITDA

0.0x

5.0x

10.0x

15.0x

20.0x

0.0x

5.0x

10.0x

15.0x

20.0x

0.0x

2.5x

5.0x

7.5x

10.0x

0.0x

10.0x

20.0x

30.0x

40.0x

Payroll & Benefits

Valuations

Observations

ENTERPRISE & COMMERCIAL MARKET OBSERVATIONS1

Payment Networks Payment Processing B2B Transactions

Valuations

Observations

Valuations

Observations

Valuations

Observations

Data & Compliance

Valuations

Observations

TEV / LTM Revenue TEV / LTM EBITDA TEV / LTM EBITDA TEV / LTM EBITDA TEV / LTM EBITDA

Transaction Spotlight

In The NewsIn The News In The News In The News In The News

May 30, 2017

Enterprise Value: $625M

Transaction Spotlight Transaction Spotlight Transaction Spotlight Transaction Spotlight

June 28, 2017

Enterprise Value: N/A

May 1, 2017


May 15, 2017

Enterprise Value: $3.3B

June 6, 2017


With comprehensive solution offerings

across compliance, benefits, and

wellness gaining prevalence, the

market continues to experience

consolidation with companies

broadening offerings and moving into

adjacent solution categories

Companies, especially SMBs and

vertically-focused platforms, continue

to outsource HR functions using

integrated cloud-based SaaS to

manage complex human capital

management needs

Networks continue to benefit from

growing non-cash transaction volumes

on a global basis, particularly in mobile

and e-commerce environments

Focus remains on expanding the

breadth of payment networks while

reducing payment friction in order to

drive convenience while ensuring

transaction safety and security

The role of traditional payment

processors and merchant acquirers is

evolving rapidly as transactions

become increasingly digitized and

companies seek to deliver improved

omni-channel experiences with

minimal payment friction

Software vendors are increasingly

securing merchant relationships at the

expense of traditional processors, with

integrated software / payment vendors

able to expand distribution and market

share while also capturing higher

proportions of transaction fees

Growing digitization of payment

activities in an omni-channel

environment and technologies that

enable more efficient and secure

transactions, including on a cross-

border basis, continue to drive the

development of B2B payment

applications

B2B investment is expected to outpace

the consumer payment market in the

mid-term given the significant white

space opportunity and unique pain

points related to the lack of efficient

payment infrastructure globally

Executives are increasingly leveraging

analytics-driven data solutions to make

decision-making processes more cost-

efficient, flexible, and timely

Data and compliance companies are

developing solutions that leverage

existing systems to produce data and

customized reporting in an efficient

manner without the risk of replacing

legacy platforms

Visa Study: Consumers want new, IoT ways to pay

Integrated payments driving Airbnb’s meteoric rise

Fighting fraud with behavioral biometrics

Workers demanding improved payroll accuracy

Why businesses have been to slow to digitize, and what’s changing

Key Public CompsKey Public Comps Key Public Comps Key Public Comps Key Public Comps

Enterprise Value /


Enterprise Value /


Enterprise Value /


Enterprise Value /


4.5x 14.5x 13.7x 4.6x 15.0x 10.3x 5.6x 14.6x 14.1x 6.4x 24.1x 16.3x

0.0x

5.0x

10.0x

15.0x

20.0x

http://www.barrons.com/articles/good-news-for-visa-and-mastercard-as-card-spending-grows-1478628528

http://www.pymnts.com/internet-of-things/2017/visa-and-pymnts-research-the-future-of-online-payments-and-iot-connected-devices-for-consumers/

http://www.pymnts.com/internet-of-things/2017/visa-and-pymnts-research-the-future-of-online-payments-and-iot-connected-devices-for-consumers/

http://www.pymnts.com/platform-payments/2017/payment-processing-platforms-hospitality/

http://fortune.com/2017/04/07/experian-biometrics-startup-fraud-online/

http://fortune.com/2017/04/07/experian-biometrics-startup-fraud-online/

http://www.nytimes.com/2016/10/13/technology/zenefits-a-rocket-that-fell-to-earth-tries-to-launch-again.html

http://www.pymnts.com/news/b2b-payments/2017/workforce-institute-kronos-payroll-error-employee/

http://www.businessinsider.com/the-b2b-payments-explainer-2017-6

PAGE | 6



0.0x

2.5x

5.0x

7.5x

10.0x

0.0x

1.0x

2.0x

3.0x

4.0x

0.0x

5.0x

10.0x

15.0x

20.0x

0.0x

7.5x

15.0x

22.5x

30.0x

0.0x

5.0x

10.0x

15.0x

20.0x

25.0x

Observations Observations Observations Observations Observations

INSTITUTIONAL AND CONSUMER MARKET OBSERVATIONS1

Banking Insurance AMT P2P Transfers Marketplace Lending

Transaction Spotlight Transaction Spotlight Transaction Spotlight Transaction Spotlight Transaction Spotlight

In The News In The NewsIn The News In The News In The News

May 30, 2017


April 6, 2017


May 17, 2017


May 24, 2017


April 13, 2017

Capital Raise: $30M

Valuations

TEV / LTM EBITDA

Valuations

TEV / LTM EBITDA

Valuations

TEV / LTM EBITDA

Valuations

TEV / LTM Revenue

Valuations

Price / Book Value

Banks continue to face intense

competition from unbundled

consumer-facing financial services,

driving increased focus and investment

on applications that meet the

demands of customers in an

omnipresent digital environment

Banks are increasingly adopting,

developing, and/or acquiring software

applications to establish more agile

core operations in an effort to reduce

costs, meet stringent regulatory and

reporting requirements, and maintain

their competitive advantage

Insurance companies continue to

migrate from modular application

vendors to full-service suite software

providers

Insurers are increasingly leveraging

data and analytics to better underwrite

risk through improved insight into

customer behavior, and automation to

more efficiently process claims

New technology platforms focused on

user experience continue to drive

customer acquisition costs down and

disrupt broker-driven business models

Asset managers are increasingly

adopting software applications to

modernize service offerings, enhance

client engagement through better

communication tools, and attract

digitally-focused customers

Traditional AMT providers continue to

migrate from traditionally offline

business models to online platforms to

compete with digital-first applications

(e.g. roboadvisors) and avoid further

technology-driven disintermediation

Peer-to-peer transfer volume continues

to grow considerably leading to a

proliferation of providers that now

includes financial institutions, traditional

payment companies, and social media

platforms

As demand for peer-to-peer transfers

continues to see strong momentum,

platforms have heightened their focus

on delivering frictionless and secure

user experiences to compete for

market share

The marketplace lending industry

experienced a reset as growth was

curtailed due to limited investor

appetite, questions about platform

scalability and sustainability, and

uncertainty in credit quality consistency

P2P lending platforms continue to face

competition from traditional lenders

with low costs of capital, but could

benefit from partnerships to fuel future

growth

Major shifts in the US alternative lending market

U.S. banking industry’s answer to Venmo has now arrived

Empower aiming to replace your mobile banking application

Insurance customers need to get used to talking to machines

Building trading algorithms with no coding required

Key Public CompsKey Public Comps Key Public Comps Key Public Comps Key Public Comps

Enterprise Value /


Enterprise Value /


Enterprise Value /


Enterprise Value /


Price /

Q1 '17 Book Value 17E Book Value

5.7x 16.5x 14.9x 6.2x 18.5x 19.3x 5.1x 13.8x 12.7x 3.8x 18.0x 13.8x 1.9x 1.7x

https://www.nytimes.com/2016/12/02/business/dealbook/technology-start-ups-to-get-a-license-to-bank.html?_r=0

http://www.businessinsider.com/major-shifts-in-us-alt-lending-market-2017-6

http://www.businessinsider.com/major-shifts-in-us-alt-lending-market-2017-6

https://techcrunch.com/2016/11/10/siri-can-now-send-money-via-paypal/

https://techcrunch.com/2017/06/12/zelle-the-real-time-venmo-competitor-backed-by-over-30-u-s-banks-arrives-this-month/

http://www.barrons.com/articles/good-news-for-visa-and-mastercard-as-card-spending-grows-1478628528

https://techcrunch.com/2017/05/09/sequoia-backed-startup-empower-aims-to-replace-your-banks-app/

https://www.bloomberg.com/news/articles/2017-04-19/insurance-customers-will-have-to-get-used-to-talking-to-machines

https://techcrunch.com/2017/03/03/algoriz-lets-you-build-trading-algorithms-with-no-coding-required/

PAGE |



7

First Data’s acquisition of CardConnect

CardConnect is a provider of a full-service payment platform for small and medium-sized businesses.

As an existing First Data distribution partner, CardConnect processes approximately $26 billion of payment

volume annually from over 65,000 merchant customers.

The acquisition will allow First Data to bring one of its largest distribution partners into its own payment

network while also incorporating CardConnect’s innovative distribution, integrated payment, and enterprise

solution offerings.

Ent. Value: $625MRevenue: $746M

EV / Revenue: 0.8xEV / EBITDA: NM

Announced: May 29, 2017

SELECT FINTECH M&A TRANSACTIONS – 2Q 20171

SUBSECTOR

DATA &

ANALYTICS

B2B

TRANSACTIONS

PAYMENT

PROCESSING

Vista Equity Partners acquires a majority stake in PayLease

PayLease is a provider of payments and billing solutions for the property management and HOA industry.

The Company serves more than 4,500 property management companies worldwide through its online

payments, residential billing, and utility expense management solutions.

Vista’s investment will fuel continued growth through further innovation of PayLease’s products and services

for the broader property management industry.

Ent. Value: NARevenue: NA

EV / Revenue: NAEV / EBITDA: NA

Announced: June 28, 2017

GTCR’s acquisition of Sage Group’s North American payments business

Sage is a U.K. based provider of accounting, payroll, and payment processing services.

Sage Payment Solutions (“SPS”), Sage’s North American payments unit, offers credit card, ACH, check, gift,

and loyalty card-processing services to small and medium-sized businesses.

Following the carve-out, GTCR expects to accelerate investment in SPS’s technology offering to deliver

additional modules to both existing and new customers and partners, while also supporting expansion

through acquisitions and partnerships across the integrated payment ecosystem.

Announced: June 2, 2017

Ent. Value: $260MRevenue: $168M

EV / Revenue: 1.6xEV / EBITDA: NA

Moody’s’ acquisition of Bureau Van Dijk

Bureau van Dijk is a global provider of business intelligence and company information.

The Company aggregates and distributes financial information and private company datasets of more than

220 million companies worldwide and has partnerships with 160 other independent information providers.

The acquisition will provide significant opportunities for Moody’s to offer complementary products, create

new risk solutions, and extend its reach to new market segments.Ent. Value: $3.3BRevenue: $282M

EV / Revenue: 11.8xEV / EBITDA: 23.1x


Fleetcor’s acquisition of Cambridge Global Payments

Cambridge Global Payments is a leading provider of international B2B payment technology.

Cambridge currently processes over $20 billion in B2B cross-border payments annually, supporting 13,000

customers in making international payments to suppliers and employees in over 140 different currencies.

The acquisition will expand Fleetcor’s domestic accounts payable payments business internationally while

providing Cambridge customers with access to complementary corporate payments products.Ent. Value: $675MRevenue: NA

EV / Revenue: NAEV / EBITDA: NA


REAL ESTATE &

LEASING

PAYMENT

PROCESSING

PAGE |



8

1

12

4

1

4

7

12

Q2-14 Q3-14 Q4-14 Q1-15 Q2-15 Q3-15 Q4-15 Q1-16 Q2-16 Q3-16 Q4-16 Q1-17 Q2-17

FINTECH ACQUISITION ACTIVITY

MOST ACTIVE STRATEGIC ACQUIRERS OF FINTECH ASSETS BY VOLUME4

GLOBAL FINANCIAL SOFTWARE M&A ACTIVITY4

The 10 most active strategic fintechconsolidators combined for over 150acquisitions since 2012.

YTD 2017 this group has completed17 acquisitions which is on pace with2016 activity.

It is expected that Global Payments(Heartland) and IHS Markit (IHS) maybe more active in 2H’17 with theirrespective large acquisitionintegrations well in hand.

Across financial software, therewere 110 M&A transactions closedin 2Q’17, with buyout and growthequity control transactionsrepresenting 29% of total dealvolume.

Strategic acquirers continue todemonstrate strong interest infinancial software, with large,established vendors targeting assetsthat reduce the threat ofdisintermediation, expandtechnology-oriented solutionofferings, and drive internaloperational efficiencies.

43

32

58

32

67

43

81

50

71

32

86

40

86

43

69

53

82

46

63

41

63

35

68

44

78

32

4

1

7

6

2

6

7

3

1

2

5

2

2

4

5

2013

2014

2015

2016

2012

YTD 2017

Private Equity

Strategic

1

2

6

2

2

3

1

2

4

2

3

24

2

2

3

1

2

3

4

11

4

13

22

4

1

1

4

PAGE | 9



ENTERPRISE & COMMERCIAL SOLUTIONS – LANDSCAPE

REPRESENTATIVE ENTERPRISE & COMMERCIAL SOLUTION PROVIDERS

Payments Other E&C Financial Software

To receive the latest Financial Technology market

maps, please contact HW&Co. at

[email protected]


PAGE | 10



VERTICAL SPECIFIC PAYMENTS SOLUTIONS - LANDSCAPE

REPRESENTATIVE VERTICALLY-FOCUSED INTEGRATED SAAS AND PAYMENTS PROVIDERS



[email protected]


PAGE | 11



Fintech Enterprise Market % of 52 1-Year Stock 3-Year Stock Revenue Growth LTM EBITDA Enterprise Value / Price /

Sub-Vertical Company Ticker Value Capitalization Week High Performance Performance LTM NTM Margin LTM Rev. 17E Rev. LTM EBITDA 17E EBITDA Earnings

Automatic Data Processing ADP $45,029 $45,842 97.0% 11.5% 27.5% 6.7% 6.8% 22.7% 3.7x 3.5x 16.2x 16.3x 26.4x

Paychex PAYX $20,323 $20,464 90.3% (4.3%) 35.2% 6.8% 5.6% 43.4% 6.4x 6.3x 14.9x 14.3x 25.8x

Ultimate Software Group ULTI $6,331 $6,242 93.1% (0.1%) 46.5% 24.6% 30.3% 7.9% 7.7x 6.5x 98.0x 26.9x 238.7x

Paylocity Holding PCTY $2,338 $2,327 91.0% 4.6% 108.3% 34.6% 30.6% 8.6% 8.2x 7.0x 95.9x 39.9x 564.8x

WageWorks WAGE $2,220 $2,657 83.5% 12.4% 37.2% 19.8% 25.7% 22.9% 5.5x 4.6x 24.1x 15.5x 98.8x

Thomson Reuters TRI $40,425 $33,288 98.4% 14.5% 27.0% (6.4%) 2.8% 27.5% 3.6x 3.6x 13.1x 12.1x 30.0x

Moody's MCO $25,659 $23,277 98.9% 29.8% 35.1% 9.6% 4.6% 47.4% 6.8x 6.7x 14.4x 14.3x 56.9x

Experian EXPN-GB $22,363 $19,187 92.6% 8.4% 21.1% (4.7%) 8.1% 35.0% 5.2x 4.9x 14.7x 13.9x 21.9x

Equifax EFX $19,362 $16,520 95.4% 7.0% 89.9% 17.1% 9.2% 36.2% 6.0x 5.7x 16.5x 15.5x 31.0x

TransUnion TRU $10,572 $7,888 96.5% 29.5% NA 12.5% 10.1% 35.3% 6.0x 5.7x 17.1x 14.5x 47.6x

Dun & Bradstreet DNB $5,359 $3,990 76.4% (11.2%) (3.3%) 4.5% 5.4% 28.3% 3.1x 3.0x 11.1x 11.1x 45.7x

FleetCor Technologies FLT $16,770 $13,305 81.7% 0.8% 8.6% 13.9% 20.0% 51.8% 8.7x 7.6x 16.7x 13.6x 29.6x

WEX WEX $6,692 $4,472 84.8% 17.6% (1.9%) 28.6% 13.6% 35.2% 6.1x 5.6x 17.2x 13.5x 66.0x

Financial Software Median $16,770 $13,305 92.6% 8.4% 31.3% 12.5% 9.2% 35.0% 6.0x 5.7x 16.5x 14.3x 45.7x

Western Union WU $11,376 $8,977 83.9% (0.7%) 9.6% (0.6%) 1.0% 24.4% 2.1x 2.1x 8.6x 8.8x 41.4x

Open Text Corporation OTEX-CA $10,536 $8,318 89.4% 7.2% 31.2% 16.3% 29.9% 33.2% 5.0x 4.1x 15.0x 11.8x 7.2x

Basware BAS1V-FI $655 $648 97.8% 17.2% (15.4%) 4.6% 9.3% 7.9% 3.9x 3.8x 50.2x NM NA

Cass Information Systems CASS-US $598 $735 87.7% 27.0% 29.5% 5.4% NA 24.7% 4.6x NA 18.8x NA 29.8x

B2B Transactions Median $5,595 $4,526 88.5% 12.2% 19.5% 5.0% 9.3% 24.6% 4.3x 3.8x 16.9x 10.3x 29.8x

Visa V $238,169 $211,234 97.1% 26.4% 75.1% 17.9% 14.2% 69.3% 14.2x 13.0x 20.4x 18.5x 48.3x

Mastercard MA $128,449 $127,999 96.2% 37.9% 60.8% 11.9% 15.2% 58.0% 11.6x 10.6x 20.0x 18.5x 31.7x

American Express AXP $102,024 $75,292 98.7% 38.6% (11.7%) (2.9%) (0.4%) NA 3.0x 3.1x NA NA 15.3x

Discov er Financial Serv ices DFS $35,125 $23,644 83.7% 16.0% (1.1%) 5.9% (6.1%) NA 3.3x 3.6x NA NA 10.6x

First Data Corporation FDC $38,051 $6,823 95.7% 64.4% NA 0.7% 4.7% 22.6% 3.3x 3.2x 14.5x 12.6x 32.5x

Alliance Data Systems ADS $32,845 $14,291 96.4% 31.0% (9.9%) 12.7% 11.8% 24.3% 4.5x 4.2x 18.4x 16.7x 34.0x

Cielo CIEL3-BR $23,304 $20,172 77.0% (15.7%) (38.1%) 11.0% 6.3% 45.0% 6.4x 6.2x 14.2x 13.7x 16.6x

Global Payments GPN $17,747 $13,772 96.6% 26.5% 145.8% NA 14.0% 31.7% 5.6x 5.2x 17.8x 15.7x 64.5x

Vantiv VNTV $15,875 $10,263 95.6% 11.9% 87.4% 16.4% 34.9% 52.3% 9.7x 7.5x 18.6x 15.8x 50.7x

Total System Serv ices TSS $13,585 $10,720 96.1% 9.7% 82.5% 12.1% 7.9% 32.4% 4.2x 4.0x 13.1x 11.6x 32.1x

Euronet Worldwide EEFT $4,541 $4,581 96.8% 26.3% 76.2% 9.9% 12.0% 16.7% 2.3x 2.1x 13.7x 11.4x 27.3x

Paysafe Group PAYS-GB $3,541 $3,219 97.5% 27.7% 56.8% 63.1% 16.4% 28.7% 3.5x 3.2x 12.3x 10.6x 23.8x

Payments Median $28,074 $14,032 96.3% 26.5% 60.8% 11.9% 11.9% 32.1% 4.4x 4.1x 16.1x 14.7x 31.9x

ENTERPRISE & COMMERCIAL SOLUTIONS – TRADING COMPARABLES

VALUATION1

As of June 30, 2017

Payments

Financial Software

Payment

Networks

Payment

Processing

Payroll &

Benefits

Fleet

Payments

Transfer/Remit

eInvoicing,

EDI, RCM

Data &

Compliance

B2B Transactions

($ in millions)

PAGE | 12



Announced Date Target/Issuer Buyer Description New Money ($m)

06/21/2017 FloQast Insight Venture Partners, Polaris Partners Provider of cloud-based accounting close management software. $25

05/25/2017 Billtrust Riverwood Capital Provider of SaaS-based payment cycle management solutions. $50

05/23/2017 MRI Software TA Associates Provider of real estate management and financial software serv ices. NA

05/17/2017 Verse Technologies Greycroft Partners Provider of mobile application that allows instananeous peer-to-peer payments. $21

05/16/2017 OpenGov Emerson Collective Provider of cloud-based budgeting, reporting, and open data tools for the public sector. $30

05/10/2017 OpCity LiveOak Ventures Provider of an online real estate referrals platform. $27

05/04/2017 Signifyd Bain Capital Provider of eCommerce fraud and risk prevention serv ices. $56

04/26/2017 Ivalua KKR Provider of online spend management software serv ices. $70

04/24/2017 Nav Technologies Goldman Sachs, Point 72 Ventures Provider of business credit management and analysis tools. $39

03/15/2017 Flow Commerce Bain Capital Provider of cross-border eCommerce sales solutions. $16

03/15/2017 Recurly Greycroft Partners Provider of enterprise subscription billing management software. $3

03/14/2017 ProducePay Menlo Ventures Provider of a financing platform connecting farmers, distributors, and banks. $77

03/08/2017 Veem Kleiner Perkins Provider of international wire transfer serv ices. $24

03/06/2017 CurrencyCloud GoogleVentures Provider of a foreign exchange and remittance platform. $25

03/02/2017 Sensibill Impression Ventures Provider of a receipt management platform. $17

Announced Date Target/Issuer Buyer Description Enterprise Value ($m)

06/28/2017 PayLease Vista Equity Partners Provider of online payment, billing, and utility expense management software. NA

06/28/2017 Banks Sadler American Express Provider of event management and venue search serv ices. NA

06/02/2017 Sage Payment Solutions GTCR Provider of payment processing and merchant acquiring solutions. $260

05/31/2017 Certify K1 Investment Management Provider of cloud-based travel and expense report management serv ices. $100

05/30/2017 CardConnect First Data Provider of electronic transaction processing and management serv ices. $624

05/17/2017 Riskopy Coupa Software Provider of a cash flow optimization platform. NA

05/10/2017 Leeyo Software Zuora Provider of revenue recognition and subscription relationship management software. NA

05/08/2017 OneDigital New Mountain Capital Provider of employee health and benefit cost management tools. $560

05/01/2017 Cambridge Global Payments FleetCor Technologies Provider of integrated cross-border payment and risk management serv ices. $675

04/25/2017 Paymetric Vantiv Provider of SaaS-based transaction management, protection, and integration solutions. NA

04/13/2017 SpeedETab Paymentez Provider of an online ordering and mobile payment platform. NA

04/07/2017 Abila YourMembership.com Provider of fund accounting, nonprofit management, and fundraising serv ices. NA

04/03/2017 RatePAY Bain Capital, Advent International Provider of online trading payment and billing serv ices. NA

04/03/2017 2Checkout.com Avangate Provider of an online and mobile payment processing platform. NA

03/28/2017 Junifer Systems Gentrack Provider of customer information and billing system solutions for utility companies. $55

ENTERPRISE & COMMERCIAL SOLUTIONS – TRANSACTION ACTIVITY

SELECT RECENT M&A TRANSACTIONS1

SELECT RECENT PRIVATE PLACEMENT TRANSACTIONS4

* “NM” indicates transaction value below $1 million.

PAGE | 13



INSTITUTIONAL SOLUTIONS – LANDSCAPE

REPRESENTATIVE INSTITUTIONAL SOLUTION PROVIDERS

Asset Management & TradingInsuranceBanking

Multi-Vertical Institutional Solutions



[email protected]


PAGE | 14



RELX REL-GB $50,652 $23,050 97.9% 17.2% 33.6% 2.0% 7.6% 33.7% 5.4x 5.2x 16.2x 14.9x 29.5x

Thomson Reuters TRI-CA $40,425 $33,288 98.4% 14.5% 27.0% (6.4%) 2.8% 27.5% 3.6x 3.6x 13.1x 12.1x 30.0x

Moody's MCO $25,659 $23,277 98.9% 29.8% 35.1% 9.6% 4.6% 47.4% 6.8x 6.7x 14.4x 14.3x 56.9x

MSCI MSCI $10,815 $9,325 94.2% 33.5% 121.2% 7.5% 10.1% 50.0% 9.2x 8.7x 18.4x 17.0x 35.5x

SS&C Technologies SSNC $10,388 $7,832 97.7% 36.8% 69.4% 39.9% 8.4% 35.8% 6.6x 6.2x 18.6x 15.1x 45.7x

FactSet Research Systems FDS $6,938 $6,519 90.5% 2.9% 37.8% 7.3% 11.7% 34.6% 5.9x 5.5x 17.0x 16.2x 19.5x

Dun & Bradstreet DNB $5,359 $3,990 76.4% (11.2%) (3.3%) 4.5% 5.4% 28.3% 3.1x 3.0x 11.1x 11.1x 45.7x

Fair Isaac Corporation FICO $5,007 $4,317 99.1% 23.4% 114.9% 8.7% 5.4% 22.8% 5.4x 5.3x 23.9x 17.7x 34.7x

DST Systems DST $4,419 $3,811 95.9% 6.0% 32.7% (57.6%) 74.6% 27.6% 3.6x 2.2x 13.2x 10.4x 13.6x

Broadridge Financial Solutions BR $10,117 $8,884 96.9% 15.9% 81.2% 31.1% 15.0% 17.4% 2.7x 2.4x 15.4x 13.9x 29.5x

Fidessa group FDSA-GB $1,049 $1,163 85.8% 14.6% (18.9%) (0.8%) 3.7% 26.3% 2.3x 2.3x 8.9x 9.3x 24.8x

Asset Management & Trading Median $10,117 $7,832 96.9% 15.9% 35.1% 7.3% 7.6% 28.3% 5.4x 5.2x 15.4x 14.3x 30.0x

Guidewire Software GWRE $4,619 $5,111 97.7% 11.3% 69.9% 15.9% 25.9% 5.3% 9.7x 8.5x NM 41.1x 490.8x

Ebix EBIX $1,910 $1,700 82.8% 12.5% 268.2% 12.3% 21.6% 36.8% 6.2x 5.5x 16.9x 16.5x 17.8x

Sapiens International SPNS $555 $549 70.0% (4.4%) 40.1% 14.9% 28.0% 12.4% 2.5x 2.1x 20.1x 19.3x 44.8x

Insurance Median $1,910 $1,700 82.8% 11.3% 69.9% 14.9% 25.9% 12.4% 6.2x 5.5x 18.5x 19.3x 44.8x

Fidelity National Information Serv ices FIS $37,350 $28,232 97.8% 15.9% 55.5% 29.0% 3.5% 31.7% 4.0x 3.9x 12.6x 12.2x 43.4x

Fiserv FISV $31,147 $25,982 96.3% 12.5% 99.9% 4.9% 6.7% 33.9% 5.6x 5.4x 16.5x 15.0x 30.5x

Jack Henry & Associates JKHY $8,102 $8,066 97.6% 19.0% 73.2% 7.0% 7.1% 35.7% 5.7x 5.5x 16.1x 15.6x 30.8x

Temenos Group TEMN-CH $6,491 $6,333 94.1% 79.5% 126.6% 13.6% 14.1% 54.0% 10.0x 9.3x 18.6x 25.0x 49.4x

CoreLogic CLGX $5,229 $3,672 98.7% 12.7% 41.5% 19.9% (3.1%) 22.3% 2.7x 2.8x 12.1x 11.2x 40.2x

Oracle Financial Serv ices 532466-IN $4,271 $4,748 90.3% 9.0% 7.9% 5.6% 17.1% 39.2% 6.5x 5.8x 16.5x 14.9x 25.7x

ACI Worldwide ACIW $3,211 $2,641 93.3% 14.7% 15.5% (2.7%) 2.8% 19.4% 3.2x 3.1x 16.4x 13.0x 69.9x

Q2 Holdings QTWO $1,418 $1,513 91.2% 31.9% 154.1% 35.9% 36.4% NM 8.8x 7.3x NM NM NA

Bottomline Technologies EPAY $1,015 $1,040 90.6% 19.3% (16.1%) 1.0% 8.2% 9.1% 2.9x 2.8x 32.4x 12.9x NA

Banking Median $4,750 $4,210 93.7% 15.3% 48.5% 6.3% 6.9% 31.7% 4.8x 4.7x 16.4x 13.0x 40.2x

INSTITUTIONAL SOLUTIONS – TRADING COMPARABLES

VALUATION1

Asset Management & Trading

Insurance

Banking

Core

Systems

Technology &

Underwriting

AMT

Data &

Analytics



As of June 30, 2017 ($ in millions)

PAGE | 15




06/12/2017 Next Insurance Munich Re Provider of an online small business insurance marketplace. $35

06/02/2017 Coverfox Accel Partners Provider of an online insurance marketplace. $15

05/24/2017 R3 Bank of America Merrill Lynch Provider of a distributed ledger operating system for the financial serv ices industry. $107

05/23/2017 Nomis Solutions Accenture Provider of profit-based pricing and profitability management serv ices. $8

05/23/2017 Carpe Data Aquiline Capital Partners Provider of predictive scoring and data products for insurers. $7

05/17/2017 Neighborly 8VC Provider of a crowd funding platform allowing retail investors to access municipal bonds. $26

05/16/2017 Symphony Communication Serv ices BNP Paribas Provider of an open source secure communication and workflow platform. $63

05/15/2017 Algomi Alliance Bernstein Provider of a financial trading platform that connects fixed income professionals. NA

05/10/2017 Kreditech PayU Provider of a credit-scoring platform. $120

05/09/2017 Solovis Edison Partners Provider of asset management software for the analysis of investments. $8

05/09/2017 Broadway Technology Long Ridge Equity Partners Provider of financial trading software and serv ices for fixed income markets. $42

05/05/2017 PolicyGenius Norwest Venture Partners Provider of an online insurance platform for life, disability, renters, and pet insurance. $30

05/05/2017 Ledger Investing Accel Partners Provider of an insurance-linked security marketplace for improved risk transparency. $5

04/06/2017 Trov Guidewire Provider of an on-demand insurance platform. $45

03/29/2017 Shapeshift Earlybird Ventures Provider of an online digital currency exchange designed for blockchain assets. $10


06/28/2017 LoyaltyExpress New Capital Partners Provider of marketing automation and cloud-based CRM solutions for banks. NA

06/27/2017 Cachematrix Holdings BlackRock Provider of SaaS-based cash management and liquidity solutions for financial institutions. NA

05/30/2017 Comergence Compliance Monitoring Optimal Blue Provider of complaince and risk software for mortgage lenders. NA

05/17/2017 OTAS Technologies Liquidnet Provider of a cloud-based platform to provide pre-trade and market analysis of stocks. NA

05/15/2017 Bureau van Dijk Moody's Provider of private company information and corporate ownership data. $3,330

05/10/2017 Ancoa Software Cinnober Financial Technology Provider of surveillance and analytics for exchanges, regulators, and financial institutions. NA

05/09/2017 Matchi Holdings KPMG International Provider of a matchmaking platform to connect institutions with FinTech serv ices. NA

05/03/2017 BrightClaim Genpact Provider of integrated claims solutions to the property and casualty insurance market. NA

05/02/2017 Supernal Software Ncontracts Provider of risk management software for financial institutions. NA

04/12/2017 BeesPath Accenture Provider of an online management platform to deliver secure communications serv ices. NA

04/06/2017 Transactor Global Solutions Open International Provider of configurable insurance software for underwriting agencies and insurers. $50

03/22/2017 Avaloq Group Warburg Pincus Provider of core banking solutions for front, middle, and back office applications. $863

03/20/2017 BI-SAM Technologies FactSet Provider of portfolio analytics solutions for investment strategy evaluation. $205

03/14/2017 RAGE Frameworks Genpact Provider of knowledge-based automation (AI) technology and serv ices. NA

03/13/2017 DH Corp. Vista Equity Partners Provider of global lending software solutions. $3,447

INSTITUTIONAL SOLUTIONS – TRANSACTION ACTIVITY




PAGE | 16



CONSUMER SOLUTIONS – LANDSCAPE

REPRESENTATIVE CONSUMER SOLUTION PROVIDERS

Peer to Peer Personal Finance



[email protected]


PAGE | 17



Intuit INTU $33,438 $34,028 92.4% 19.0% 63.4% 14.2% 8.8% 31.0% 6.6x 6.3x 21.2x 16.3x 38.1x

Apple AAPL $789,209 $750,897 91.9% 50.6% 54.0% (2.3%) 12.5% 31.3% 3.6x 3.4x 11.5x 10.7x 16.8x

Microsoft MSFT $498,326 $532,175 94.6% 34.7% 64.6% 0.7% 19.6% 34.2% 5.7x 5.0x 16.8x 12.6x 30.5x

Amazon.com AMZN $473,527 $462,680 95.2% 35.3% 191.2% 25.7% 29.2% 8.7% 3.3x 2.8x 38.2x 24.5x 182.2x

Facebook FB $412,179 $356,877 96.5% 32.1% 121.8% 53.2% 44.8% 53.9% 13.6x 10.7x 25.2x 17.3x 39.9x

Personal Finance & Mobile Wallet Median $473,527 $462,680 94.6% 34.7% 64.6% 14.2% 19.6% 31.3% 5.7x 5.0x 21.2x 16.3x 38.1x

PayPal PYPL $61,208 $64,472 97.3% 47.0% NA 16.4% 24.4% 20.2% 5.5x 4.8x 27.3x 18.8x 45.5x

Western Union WU $11,376 $8,977 83.9% (0.7%) 9.6% (0.6%) 1.0% 24.4% 2.1x 2.1x 8.6x 8.8x 41.4x

Square SQ $8,036 $5,395 94.0% 159.2% NA 28.3% (41.5%) 0.2% 4.5x 8.8x NM 64.7x NA

Green Dot Corporation GDOT $1,339 $1,917 95.9% 67.6% 97.5% 6.9% 18.4% 14.8% 1.8x 1.6x 12.1x 6.9x 40.6x

LendingClub LC $1,363 $2,225 81.2% 28.1% NA 3.9% (43.4%) NA 1.2x 2.3x NA 25.6x NA

On Deck Capital ONDK $1,020 $338 72.1% (9.5%) NA 23.3% 12.9% NA 3.2x 2.9x NA NM NA

Peer to Peer Median $2,110 $2,225 94.0% 47.0% 15.5% 13.4% 1.6% 17.5% 2.1x 2.3x 12.1x 13.8x 41.0x

CONSUMER SOLUTIONS – TRADING COMPARABLES

VALUATION1

Peer to Peer

Personal Finance & Mobile Wallets

P2P Transfers

Marketplace

Lending

Personal Fin.

Mobile

Wallets



As of June 30, 2017 ($ in millions)

PAGE | 18




06/28/2017 LendUp PayPal Provider of online lending serv ices focused on the middle class. NA

06/01/2017 Zopa Bessemer Venture Partners Provider of a peer-to-peer lending platform. $41

05/18/2017 Paytm SoftBank Group Provider of a mobile and eCommerce platform for bill payment serv ices. $1,400

05/16/2017 LevelUp JP Morgan Provider of a mobile payment network connecting consumers and merchants. $50

05/11/2017 Wealthsimple Power Financial Provider of low-fee, long-term investment management serv ices. $51

04/26/2017 Robinhood New Enterprise Associates Provider of a mobile stock trading application for consumers. $110

04/13/2017 College Ave Student Loans Comcast Ventures Provider of an online student loan platform. $30

04/07/2017 Upgrade Union Square Ventures Provider of an online credit scoring platform. $54

04/03/2017 OpenInvest Andreessen Horowitz Provider of a socially responsible investing platform. $3

03/31/2017 Robinhood DST Provider of a mobile stock trading application for consumers. NA

03/23/2017 Clarity Money RRE Provider of a personal finance assistance application for consumers. $11

03/21/2017 SoFi Silver Lake Provider of an online finance platform for personal and student loans. $453

03/09/2017 Viva Republica Bessemer Venture Partners, Paypal Provider of a financial serv ices mobile platform to simplify payments in Korea. $48

03/08/2017 Easynvest Advent International Provider of an online and mobile technology platform for investment decision making. NA

03/02/2017 Upstart Network Founders Fund, Kleiner Perkins Provider of an online lending marketplace to provide personal loans. $33


05/24/2017 ItzCash Card Ebix Provider of multi-serv ice prepaid cash cards. $154

03/29/2017 GiveForward YouCaring Provider of an online fundraising platform. NA

03/27/2017 Fit Pay NXT-ID Provider of a contactless payments platform for wearables and IoT devices. NA

03/01/2017 OrderAhead Square Provider of a mobile application for on-demand delivery of food. NA

02/22/2017 Tilt.com Airbnb Provider of a social crowdfunding platform. $62

02/01/2017 ZenBanx Holding Social Finance Provider of an international, multi-currency mobile banking platform. $100

01/30/2017 UniRush Green Dot Provider of prepaid debit card solutions. $151

12/13/2016 AFJC Credit Karma Provider of online indiv idual tax filing serv ices. NA

11/20/2016 LifeLock Symantec Provider of theft identity protection serv ices. $2,096

11/18/2016 Cookies Labs Klarna Provider of a mobile application for peer-to-peer payments. NA

11/16/2016 Iron Horse Holdings LendingTree Provider of online credit card comparison, education, monitoring, and management. $130

10/18/2016 KountMoney Lendingkart Provider of data analytics to the P2P personal loan industry. NA

10/13/2016 RoboVest InvestView Provider of online trading and brokerage applications. NA

10/06/2016 Paribus Capital One Provides online consumer banking serv ices. NA

10/03/2016 Boltmade Shopify Provider of consumer centric software for the retail industry. NA

CONSUMER SOLUTIONS – TRANSACTION ACTIVITY




PAGE | 19



SUMMARY OF TECHNOLOGY IPOS

The market for technology IPOs continues togain traction, with six companies listing in 2Q2017. As global indexes continue to reachnew highs on a regular basis, driven largelyby record growth in technology stocks, bothstartups and unicorns alike increasingly viewthe public markets as a viable source ofliquidity.

While a strong backlog of technology IPOsremains, political uncertainty around thenew US administration as well as SNAP’srecent stock performance decline remainkey considerations as companies considerentering the public markets.

MARKET CAP AT IPO (LTM)1 REVENUE GROWTH (1YR PRIOR TO IPO)1OFFERING SIZE AT IPO (LTM)1

RECENT U.S. IPO ACTIVITY (BY OFFERING SIZE)1

19%

48%

33%

< 25% 25 - 75% > 75%

46%

29%

25%

$0-50M $50-500M $500M-$1B $1B+

13%

29%

42%

17%

$0 - 50M $50 - 100M $100 - 250M $250M +

(All tech IPOs over the last 12 months) (All tech IPOs over the last 12 months) (All tech IPOs over the last 12 months)

6

16

13 13

11

18

7

11

5

15

3

8

0

2

9

4

5

6

1Q-13 2Q-13 3Q-13 4Q-13 1Q-14 2Q-14 3Q-14 4Q-14 1Q-15 2Q-15 3Q-15 4Q-15 1Q-16 2Q-16 3Q-16 4Q-16 1Q-17 2Q-17

$0 - 50M $50 - 100M $100 - 250M $250M +

2013 Total: 48 2014 Total: 47 2016 Total: 152015 Total: 31 2017 YTD Total: 11

PAGE | 20



(150.0%)

(125.0%)

(100.0%)

(75.0%)

(50.0%)

(25.0%)

0.0%

25.0%

50.0%

75.0%

100.0%

125.0%

150.0%

Circle Size Denotes Revenue ($)

% R

ev

en

ue

Gro

wth

Sto

ck

Pe

rfo

rma

nc

e

KEY PERFORMANCE METRICS FOR RECENT SOFTWARE IPOS1

IPO DATE

OFFER PRICE

OFFERING SIZE ($M)

OFFER TO CURRENT

91.4% 95.2%

109.2%

8.8%

22.6%

62.2%

115.5%

96.8%

5.8%

49.2% 38.9% 37.3%

4.1%

53.5%

16.5%

117.1%

43.2% 33.4% 20.5%

84.3% 115.3%

49.3%

85.7%

17.7% 70.3%

59.4%

86.6%

57.2%

9.1% 31.5%

(150.0%)

(50.0%)

50.0%

150.0%

250.0%

6/22/16 7/28/16 9/15/16 9/22/16 9/29/16 10/5/16 10/27/16 12/15/16 3/9/17 3/16/17 3/24/17 4/6/17 4/27/17 5/25/17 6/7/17

$15.0 $18.0 $12.0 $16.0 $16.0 $18.0 $17.0 $11.0 $14.0 $17.0 $14.0 $17.0 $15.0 $12.0 $11.0

$1,233.0 $503.5 $323.1 $596.6 $1,958.5 $866.0 $838.6 $287.2 $1,240.6 $2,141.9 $662.5 $187.0 $1,921.0 $75.0 $100.2

$150.0 $94.5 $90.0 $96.0 $237.9 $133.2 $146.2 $287.2 $233.3 $221.0 $126.0 $187.0 $225.0 $75.0 $30.8

91.4% 95.2% 109.2% 8.8% 22.6% 62.2% 115.5% 96.8% 5.8% 49.2% 38.9% 37.3% 4.1% 53.5% 16.5%

MARKET CAP AT OFFER ($M)

PAGE | 21



28.6%

3.6%

5.2%

7.0%

7.3%

20.4%

27.9%

Other

Food & Beverage

Manufacturing

Chemicals

Healthcare

Services & Leasing

Computers & Electronics

60%

50%

57% 55%

60%

66%

60% 58%

51%

56%

2008 2009 2010 2011 2012 2013 2014 2015 2016 1H'17

4.0x

3.4x

3.8x 3.8x

4.3x

4.7x 4.7x

5.6x

4.5x

3.3x

4.2x 4.3x4.5x

4.8x

5.3x 5.3x 5.3x 5.3x

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 1H'17

FLD/EBITDA SLD/EBITDA Other Sr Debt/EBITDA Sub Debt/EBITDA

LBO LOAN VOLUME BY INDUSTRY2,3 MEDIAN LBO DEBT PERCENTAGES4

DEBT MARKET OVERVIEW

MIDDLE MARKET LBO LOAN MULTIPLES2,3 MIDDLE MARKET LBO VOLUME BY QUARTER2,3

1H 2017 New Issue LBO Loans Percentage of Total Purchase Price

Median middle market LBO loan multiples in 1H 2017 remained in line with the prior three years at 5.3x leverage.

Middle market LBO loan volume increased to $1.7 billion in 2Q 2017, continuing the upward trend over the last three quarters.

Technology companies have been the largest recipients of LBO loans in 1H 2017, representing 27.9% of new issuance.

Median LBO debt percentages increased to 56% of total purchase price in 1H 2017.

Defined as Issuers with EBITDA of $50 Million or LessDefined as Issuers with EBITDA of $50 Million or Less

$1.2B

$1.6B$1.5B

$1.8B

$1.2B

$1.9B$2.0B

$0.4B

$0.9B

$1.2B

$0.7B

$0.9B

$1.1B

$1.7B

1Q'14 2Q'14 3Q'14 4Q'14 1Q'15 2Q'15 3Q'15 4Q'15 1Q'16 2Q'16 3Q'16 4Q'16 1Q'17 2Q'17

Institutional Pro Rata

PAGE | 22



SELECT HW&CO. TMT TRANSACTIONS

acquired by acquired acquired by

acquired by acquired by recapitalized by acquired byacquired by acquired byacquired by

acquired by

acquired by acquired by

acquired bymajority investment

fromacquired bymerged with merged with acquired by

acquired by

acquired by

significant equity

investment from

acquired a majority

stake inacquired by

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acquired by


acquired byacquired by


majority

recapitalization by

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acquired by

acquired byacquired bysignificant equity

investment fromacquired by acquired

acquired by

acquired by acquired byacquired by acquired by acquired byacquired byacquired byminority investment

fromacquired byacquired by

strategic investment

fromacquired by acquired by acquired by acquired byacquired by

acquired by

and

acquired by acquired by acquired byacquired by

investment from recapitalized by

acquired by

strategic investment

from

growth equity

investment from

sold its Kline Towers

Division to

acquired by

acquired by

GFI Energy Group

a division of

acquired by

B2C

recapitalized by

acquired byminority investment

from

majority investment

from

acquired by

acquired by

and

majority investment

fromacquired by

acquired byacquired by

minority investment

fromacquired by

acquired by

acquired by

significant equity

investment from


acquired by

and

acquired bygrowth Investment

from

majority investment

fromacquired

a portfolio company of

recapitalized

by management

acquired by acquired byacquired by

http://epiqsystems.com/

http://www.meddatahealth.com/our_business/index.html

http://www.aderant.com/

http://www.cltsloyalty.com/

http://www.stream.com/

http://www.rewardsnetwork.com/

http://www.knuerr.com/web/de/index_d.html

http://www.oaktreecapital.com/default.aspx

http://www.leisurepassgroup.com/

Healthcare & Life Sciences

IndustrialsEnergy, Power & Infrastructure

Industrials

PAGE |

Harris Williams & Co. has a broad range of industry expertise, which create powerful opportunities. Our clients benefit form our deep-sector experience, integrated industry intelligence and collaboration across the firm, and our commitment to learning what makes them unique. For more information, visit our website.

HARRIS WILLIAMS & CO. OFFICE LOCATIONS

UNITED STATES EUROPE

NETWORK OFFICES

Beijing

Hong Kong

Mumbai

New Delhi

Shanghai

Aerospace, Defense & Government

Services

Building Products & Materials

Business Services

Consumer Specialty Distribution

Technology, Media & Telecom

Transportation & Logistics

BostonOne International PlaceSuite 2620Boston, Massachusetts 02110Phone: +1 (617) 482-7501

Cleveland1900 East 9th Street20th FloorCleveland, Ohio 44114Phone: +1 (216) 689-2400

Minneapolis222 South 9th StreetSuite 3350Minneapolis, Minnesota 55402Phone: +1 (612) 359-2700

Richmond (Headquarters)1001 Haxall Point9th FloorRichmond, Virginia 23219Phone: +1 (804) 648-0072

San Francisco575 Market Street31st FloorSan Francisco, California 94105Phone: +1 (415) 288-4260

Washington, D.C. 800 17th St. NW2nd FloorWashington, D.C. 20006Phone: +1 202-207-2300

FrankfurtBockenheimer Landstrasse 33-3560325 FrankfurtGermanyPhone: +49 069 3650638 00

London63 Brook StreetLondon W1K 4HS, EnglandPhone: +44 (0) 20 7518 8900



Technology, Media & Telecom

OUR FIRM

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Harris Williams & Co. (www.harriswilliams.com) is a preeminent middle market investment bank focused on the advisory needs of clients worldwide. The firm has deep industry knowledge, global transaction expertise, and an unwavering commitment to excellence. Harris Williams & Co. provides sell-side and acquisition advisory, restructuring advisory, board advisory, private placements, and capital markets advisory services.

Harris Williams & Co. Ltd is a private limited company authorised and regulated by the Financial Conduct Authority, incorporated under English law with its registered office at 5th Floor, 6 St. Andrew Street, London EC4A 3AE, UK, registered with the Registrar of Companies for England and Wales under company number 7078852. Directors: Mr. Ned Valentine, Mr. Paul Poggi, Mr. Thierry Monjauze and Mr. Aadil Khan.

Harris Williams & Co. Ltd Niederlassung Frankfurt (German branch) is registered in the Commercial Register (Handelsregister) of the Local Court (Amtsgericht) of Frankfurt am Main, Germany, under registration number HRB 96687, having its business address at Bockenheimer Landstrasse 33-35, 60325 Frankfurt am Main, Germany. Permanent Representative (Ständiger Vertreter) of the Branch Niederlassung: Mr. Jeffery H. Perkins.

THIS REPORT MAY CONTAIN REFERENCES TO REGISTERED TRADEMARKS, SERVICE MARKS AND COPYRIGHTS OWNED BY THIRD-PARTY INFORMATION PROVIDERS. NONE OF THE THIRD-PARTY INFORMATION PROVIDERS IS ENDORSING THE OFFERING OF, AND SHALL NOT IN ANY WAY BE DEEMED AN ISSUER OR UNDERWRITER OF, THE SECURITIES, FINANCIAL INSTRUMENTS OR OTHER INVESTMENTS DISCUSSED IN THIS REPORT, AND SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY FOR ANY STATEMENTS MADE IN THE REPORT OR FOR ANY FINANCIAL STATEMENTS, FINANCIAL PROJECTIONS OR OTHER FINANCIAL INFORMATION CONTAINED OR ATTACHED AS AN EXHIBIT TO THE REPORT. FOR MORE INFORMATION ABOUT THE MATERIALS PROVIDED BY SUCH THIRD PARTIES, PLEASE CONTACT US AT THE ABOVE ADDRESSES OR NUMBERS.

The information and views contained in this report were prepared by Harris Williams & Co. (“Harris Williams”). It is not a research report, as such term is defined by applicable law and regulations, and is provided for informational purposes only. It is not to be construed as an offer to buy or sell or a solicitation of an offer to buy or sell any financial instruments or to participate in any particular trading strategy. The information contained herein is believed by Harris Williams to be reliable, but Harris Williams makes no representation as to the accuracy or completeness of such information. Harris Williams and/or its affiliates may be market makers or specialists in, act as advisers or lenders to, have positions in and effect transactions in securities of companies mentioned herein and also may provide, may have provided, or may seek to provide investment banking services for those companies. In addition, Harris Williams and/or its affiliates or their respective officers, directors and employees may hold long or short positions in the securities, options thereon or other related financial products of companies discussed herein. Opinions, estimates and projections in this report constitute Harris Williams’ judgment and are subject to change without notice. The financial instruments discussed in this report may not be suitable for all investors, and investors must make their own investment decisions using their own independent advisors as they believe necessary and based upon their specific financial situations and investment objectives. Also, past performance is not necessarily indicative of future results. No part of this material may be copied or duplicated in any form or by any means, or redistributed, without Harris Williams’ prior written consent.

Copyright© 2017 Harris Williams & Co., all rights reserved.

HARRIS WILLIAMS & CO.

1. FactSet.

2. PNC Capital Markets.

3. S&P LCD stats.

4. PitchBook.

5. HW&Co. proprietary information.

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