I N T R A L I N K S C O N F I D E N T I A L 1

IntraLinksSolutions for Corporate Development

I N T R A L I N K S C O N F I D E N T I A L 2

Key Trends Impacting Corporate Development Teams

Meeting “Street” & Shareholder Expectations

• Executive team and Board seek more visibility into pipeline

• Executing “smart” transactions that are accretive in the near-term is key

Equity & Credit Markets Have

Rebounded

• Credit markets have emerged from hibernation – debt financing available

• M&A currency no longer limited to cash – stock once again an option

Return of Strategic Buyers

• Strategic buyers with strong balance sheets are leveraging cash reserves to fuel growth via M&A

• Multiples have “normalized” – bid/ask spread has narrowed

Inorganic Growth a Healthy Alternative

• Cost-cutting has been done – the “low hanging fruit is gone”

• Organizations are looking at strategic initiatives to drive scale, enhance productivity and improve margins

I N T R A L I N K S C O N F I D E N T I A L 3

Companies are seeking a more structured, formalized approach to strategic transactions

Greater emphasis on conducting due diligence has prolonged deal cycles

Due Diligence Stage is Increasingly Complex

Source: Forrester Consulting, “Trends, Challenges, and Technology Use in a Changing M&A Environment”, 2010.

I N T R A L I N K S C O N F I D E N T I A L 4

Corporate Development Obstacles

Organizing Transaction Materials

• Dependence on unsecure e-mail folders and shared drives for storage of transactional materials

• Unleveraged best practices: templates, financial models, and industry research

Dozens of acquisition opportunities reviewed annually

Deal Team Collaboration

• Communicating next-steps and action items to the extended working group

• Sharing information beyond the firewallCross-functional contributors plus large teams of advisors

Monitoring Deal Progress

• Tracking numerous ongoing transactions on varying timelines amongst various cross-functional teams

• Reliance on Excel checklists & frequent working group calls to monitor work streams

Multiple opportunities in pipeline – each could take several months to complete

I N T R A L I N K S C O N F I D E N T I A L 5

IntraLinks Offers a Better Way

Enhanced Deal Team Collaboration

Configurable workflows and alerts help guide the deal team through the due diligence phase

Version control during the negotiation phase accelerates drafting the Purchase & Sale Agreement

User-specific access and permissions preserves confidentiality

Customized Exchanges mirror due diligence request list templates

Centralized Repository

Secure cloud-based storage minimizes risk of information leaks – which can kill a deal or impact valuation

Easily retrieve due diligence files – no longer rely on hard drives and e-mail systems for storage

Searchable archive of opportunities that have been previously reviewed.

- Have we looked at this company in the past?

- Why did we pass?

- What’s changed?

Improved Deal Oversight

Dashboards enable better control of process steps and deadlines, critical to submitting timely bids in auction processes

Provide prompt and accurate status updates to the executive team and BOD with centralized reports

Audit trails allow Corp. Dev. group to monitor due diligence activity.

IntraLinks’ Improved Corporate Development Process

I N T R A L I N K S C O N F I D E N T I A L 6

IntraLinks Supports the Entire Deal Lifecycle

IntraLinks’ Improved Corporate Development Buyside Process

IntraLinks has a solution toolkit that streamlines the evaluation and execution of potential acquisitions.

We help from the moment you receive the teaser, through post-merger integration.

I N T R A L I N K S C O N F I D E N T I A L 7

How Is IntraLinks Addressing These Challenges? More than just a “VDR”

I N T R A L I N K S C O N F I D E N T I A L 8

Homegrown systems offer limited visibility into the progress of deals in the pipeline

• Dependence on e-mail and spreadsheets – neither secure nor scalable, and difficult to manage

Capture key summary data (i.e. deal stage, size, status, priority, probability, etc); activity log; contact information; target financial information

• Direct Exchange links to most frequently used documents

Holistic view of buyside and sellside opportunities for the Corp Dev team

• Easily filter current or historical transactions that have been reviewed

Quickly generate C-level/Board status update reports

Permission-based access restricts visibility for business unit users

IntraLinks’ Corp Dev Dashboards

I N T R A L I N K S C O N F I D E N T I A L 9

IntraLinks for Corporate Development: Tangible Economic Benefits for Corporate Development Groups

• Savings estimates based on market information, and surveys/interviews with IntraLinks clients• * ROI based on productivity gains in the deal prep and marketing phases, & improved efficiency during due-diligence for sellside and buyside deals.

Improve Collaboration Efficiency and Process Management

• 50% time savings and 15% total cost reduction on each deal through more efficient pipeline management (The Stanley Works)

• 25-35% reduction in external advisor expense with improved utilization

Reduce Physical Document Costs

• 25-50% total cost reduction across document storage, scanning-distribution-printing

• 10-15% reduction in departmental IT support need

Mitigate Corporate Risk

• Improved content security / control

• Reduced confidentiality risk with improved document vs. e-mail / hard copy

I N T R A L I N K S C O N F I D E N T I A L 10

Corporate Development Case Study

The Implications

• Use of e-mail and internal shared drives for collaboration was common - but cumbersome and inefficient

• Team members wasted valuable time searching for documents and worrying about version control

The Solution

• MetLife chose IntraLinks for the exchange of its critical information

• Implements a way for deal participants to instantaneously communicate to everyone working on the deal, regardless of location

The Result

• MetLife closes deals faster by shaving weeks off the process cycle through more efficient information distribution

• Saves 1000’s of man-hours / costs by eliminating the need for travel to onsite data rooms

The Benefit

• MetLife now uses the same exchange for both ongoing deal activities and integration efforts, regardless of deal size

MetLife needed a better solution for deal teams, who are spread across corporate functions and geographic regions, to easily collaborate on transactions, and to exchange critical information inside and outside the company.

I N T R A L I N K S C O N F I D E N T I A L 11

“ “— Tamara Bross, Project Manager,

Corporate Development, The Stanley Works

— Scott Gould, Vice President, Corporate Development, MetLife

“

“— Forrester: Market Overview, The M&A Management

Tools Market, Daniel Krauss““

Recognition by our clients and industry experts…

“

“

— Forrester: Trends, Challenges, and Technology Use in a Changing M&A Environment, Daniel Krauss

“Corporate executives are realizing the need for dedicated tools along the M&A life cycle to mitigate risks and potential failure of their investments and divestments

“Point solutions and generic tools are not an effective means of managing the entire M&A life cycle.

IntraLinks is a one-stop shop for Corporate Development. It provides a quick and easy way for us to keep track of all our critical information, stay aligned and streamline workflow

“ IntraLinks allows us to collaborate well with a broad team of internal and external experts. We can instantaneously communicate to everyone working on a particular deal and receive their insight equally as fast. It creates a significant advantage for us.”

I N T R A L I N K S C O N F I D E N T I A L 12

Secure access from mobile devicesincluding iPad and iPhone

IntraLinks can be accessed from popular mobile devices, including Blackberry®, smartphone, iPad and iPhone to enable deal participants to always stay in touch and ensure rapid deal progress

I N T R A L I N K S C O N F I D E N T I A L 13

15 years of experience in serving the M&A community…

worth of M&A transactions have been executed on IntraLinks$6.1 trillion+

pages of Strategic Transactions content currently reside on IntraLinks100 million+

advisors have logged onto IntraLinks in the past six months4,000+

advisors have logged onto IntraLinks in the past six months70,000+