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INVESTMENT BANKING Software Insights IN THIS ISSUE About Us Recent Transactions & Case Studies Software Valuation Environment Recent Transaction Activity Appendix: Public Company Trading Detail 2 5 13 18 29 FEBRUARY 2020 Raymond James 880 Carillon Parkway St. Petersburg, FL 33716 (727) 567-6353

Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

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Page 1: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING

Software Insights

IN THIS ISSUEAbout UsRecent Transactions & Case StudiesSoftware Valuation EnvironmentRecent Transaction ActivityAppendix: Public Company Trading Detail

25131829

FEBRUARY 2020

Raymond James880 Carillon ParkwaySt. Petersburg, FL 33716(727) 567-6353

Page 2: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 2

Christian Clifford

Vice PresidentTechnology & Services

Boston Office

Premier Software Investment Banking Team

Zach Sayers

Vice PresidentTechnology & Services

Atlanta Office

U.S.

Henry Izbicki

Vice PresidentTechnology & Services

Munich Office

Bob Flanagan

Managing DirectorTechnology & Services

San Francisco Office

Zishaan Arshad

DirectorTechnology & Services

London Office

Florian Helmreich

Vice PresidentTechnology & Services

Munich Office

Europe

Philip Stein

Managing DirectorTechnology & Services

Munich Office

Sebastian Wintgens

Managing DirectorTechnology & Services

Munich Office

Dominic Emery

Managing DirectorTechnology & Services

London Office

Harald Maehrle

Managing DirectorTechnology & Services

Munich Office

Emanuel Bischofberger

DirectorTechnology & Services

Munich Office

Joel Greenwood

Managing DirectorTechnology & Services

London Office

Jon SteeleManaging DirectorTechnology & ServicesGroup Co-HeadBoston Office

Brendan Ryan

Managing DirectorTechnology & ServicesGroup Co-HeadBoston Office

Chip Kelso

Managing DirectorTechnology & Services

Atlanta Office

Garrett DeNinnoManaging DirectorTechnology & Services

Boston Office

Tamir Bergman

Vice PresidentTechnology & Services

St. Petersburg Office

Bobby Wolfe

DirectorTechnology & Services

St. Petersburg Office

Geoff Tobin

Managing DirectorTechnology & Services

San Francisco Office

Amar Krishnamurti

Managing DirectorTechnology & Services

New York Office

Chris Appaneal

Vice PresidentTechnology & Services

Boston Office

Page 3: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 3

Broad and Deep Software Practice

Deep & Experienced RJ Team

+21

Blue-Chip Clients

Advisory Venture Capital Private Equity Equities

+4

+4

Extensive Transaction Experience

Transactions Since 2010~170M&A / Private Placement Transactions with $12+ Billion in Total Deal Value Since 2010~120Public Offering Transactions Raising $8+ Billion Since 2010+30

Senior Bankers

Equity Research Analysts

Dedicated Equity CapitalMarkets Professionals

Financial Services

Vertical

Automotive

Education

Energy

Government

Transportation & Logistics

Legal / Professional Services

Real Estate

Retail

Travel & Hospitality

Infrastructure

Cybersecurity

Data Management & Analytics

IT Ops Management & Monitoring

Workflow Automation

Development Platforms / DevOpsCloud-Based Infrastructure

Horizontal

Commerce

Enterprise Resource Planning Marketing

Supply ChainFinancial Management

Human Capital Management

Governance, Risk Management & Compliance

CRM / Customer Interaction Management

Page 4: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 4

Software Coverage OverviewIn

fras

truc

ture

Softw

are

Vert

ical

So

ftwar

eH

oriz

onta

l So

ftwar

e

GRCCOMMERCE

MARKETINGERP

AUTO LEGAL / PROF. SERVICES

EDUCATION REAL ESTATE

DATA MGMT / ANALYTICS

WORKFLOW AUTOMATION

DEVPLAT / DEVOPS

IT OPS MGMT

CLOUD-BASED

CYBERSECURITY

RETAILENERGY

GOVERNMENT TRAVEL &HOSPITALITY

FINANCIAL MGMT. SUPPLY CHAIN

TRANSPORT & LOGISTICS

FINANCIAL SERVICES

HCMCRM

Page 5: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 5

RECENT RAYMOND JAMES TRANSACTIONS & CASE STUDIES

Page 6: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 6

M&A Activity

Unrivalled Momentum in SoftwareStrong Momentum in Software

E-Commerce & cloud solution focusing on customer loyalty

July 2019

Sale to

Software application for marketing automation

July 2019

Investment by

Universal measurement and scales for K-12 market

July 2019

Sale to

Predictive analytics and inventory optimization software

August 2019

Sale to

Cloud-based management software for law firms

September 2019

Investment in

Risk, insurance and claims optimization software

September 2019

Sale to

Cloud-based SaaS software for real estate solutions

Sale to

June 2019 April 2019

Sale to

Financial planningapplication

April 2019

Investment by

Safety software for critical communication & data

April 2019

Investment by

Learning validation software for academia and employers

May 2019

Investment by

Threat intelligence solutions

March 2019

Investment by

Partnership automationsoftware

Workplace management software

October 2019

Sale to

Workplace Business

e-Commerce software platform

October 2019

Investment by

Procurement software

November 2019

Acquisition of

Accreditation and CE software for financial advisors

October 2019

Sale to

Integrated, compliance & vendor risk management software

January 2020

Acquisition of

Cloud-based student information system, CRM, and ERP products

January 2020

Sale to

Page 7: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 7

M&A Activity

Strong Momentum in Software

June 2018

E-Commerce platform & flexible cloud solutions

Sale to

July 2018

Compliance/risk management solutions

Sale toSale to

August 2018

Integrated ERP software,system & solutions

September 2018

Accounting software for oil and gas sector

Sale to

Real-time scheduling &route optimization software

September 2018

Sale to

Retail software platform

October 2018

Led merger of

School safety software

November 2018

Investment by

Compliance softwaresolutions

November 2018

Acquisition of

Authentication and fraud software

November 2018

Sale to

Collaboration software formedia & entertainment firms

November 2018

Sale to

December 2018

Compliance software &solutions for financial industry

Sale to

Caller authentication software solution

December 2018

Sale to

Pre-construction management platform

January 2019

Sale to

Data managementsoftware solutions

February 2019

Sale to

Unified and integratedcommunication platform

February 2019

Sale to

February 2019

Investment by

Business solutionssoftwareRecruiting Software

February 2019

Sale to

March 2019

Sale to

Robotic process automation software

Page 8: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 8

IPO & Follow-on Offerings

Strong Momentum in Software

August 2018

$230,000,000Convertible senior notes

Analytics solutions for security & IT operations

January 2018

$114,000,000 Follow-on Offering

Analytics solutions for security & IT operations

April 2018

$184,000,000Follow-on Offering

Telecommunication equipment & solutions provider

Enterprise technology skill platform

May 2018

$310,500,000Initial Public Offering

Cloud-based security platform

May 2018

$152,000,000Initial Public Offering

May 2019

$207,000,000Initial Public Offering

Cloud computing services Enterprise technology skill platform

March 2019

$396,600,000Follow-on Offering

May 2019

$159,400,000Follow-on Offering

Cloud-based enterprise work management software

March 2019

$316,500,000Follow-on Offering

Benefits management platform

January 2019

$127,000,000Follow-on Offering

SaaS-based unified critical communications solutions

September 2018

$2,397,700,000Convertible senior notes

Operational intelligence software

June 2019

$249,500,000Follow-on Offering

Cloud-based taxcompliance solutions

Cloud-based digitalbanking solutions

June 2019

$183,000,000Follow-on Offering

June 2019

$243,500,000Initial Public Offering

Online based fashion retailer

September 2019

$187,500,000Initial Public Offering

Intelligent identity platform

August 2019

$648,000,000Initial Public Offering

Monitoring & analytics platform

September 2019

$1,160,000,000Initial Public Offering

Interactive fitness platform

December 2019

$787,000,000Follow-On Offering

Software intelligence platform for the enterprise cloud

Page 9: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 9

Raymond James Advisory Case Study

Summary• On January 23, 2020, Ncontracts, LLC entered into a definitive agreement to be acquired

by Gryphon Investors

Company Background• Ncontracts is a leading provider of risk and vendor management software and services to

financial institutions and other organizations• Ncontracts’ offers a comprehensive product suite that enables clients to effectively mitigate and

manage risk efficiently through a variety of tools including vendor and enterprise risk management as well as business continuing planning and cybersecurity solutions

• Founded in 2009, Ncontracts is headquartered in Brentwood, TN

Investment Banking Role• Raymond James served as the exclusive financial advisor to Gryphon Investors in this transaction• Raymond James provided an overall view and perspective on the Ncontracts business, valuation analysis

and M&A targets

Successful Outcome• Gryphon’s extensive experience in integrated risk management software, and the Governance, Risk

Management & Compliance space more broadly, will allow Ncontracts to continue to achieve strong organic and inorganic growth as well as improve customer experience through their innovative and comprehensive platform

January 2020

Raymond James served as the

exclusive financial advisor to Gryphon

Investors in this transaction

Has acquired

Gryphon Investors acquisition of Ncontracts

Page 10: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 10

Raymond James Advisory Case Study

Summary• On January 16, 2020, Campus Management and Edcentric announced a definitive

agreement to be acquired by Veritas Capital

Company Background• Campus Management is a market leading provider of cloud-based SIS, CRM and ERP solutions

to higher education institutions across the world• Edcentric is a leading SaaS provider of compliance, assessment, engagement, and fundraising

solutions across the student to alumni higher education lifecycle• Founded in 1988, Campus Management is headquartered in Boca Raton, FL

Investment Banking Role• Raymond James served as the exclusive financial advisor to Campus Management and Edcentric in this

transaction• Campus Management and Edcentric, two portfolio companies of Leeds Equity Partners, were sold in a

combination sale

Successful Outcome• The combination creates a comprehensive higher education software platform that allow institutions to create

deep connections across campus through shared data sources, modern software applications, and broad functionality and workflows, driving significant value to each stakeholder

January 2020

Raymond James served as the

exclusive financial advisor to Campus

Management & Edcentric in this

transaction

Sale to

Campus Management and Edcentric sale to Veritas Capital

Page 11: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 11

Raymond James Advisory Case Study

Summary• On November 20, 2019, Wax Digital entered into a definitive agreement to be acquired by

Marlin Equity Partners

Company Background• Wax Digital is a high growth, cloud based spend management SaaS software provider offering

its clients an integrated source-to-pay software platform• The Company’s solutions are deployed in over 100 countries with 250,000+ users worldwide• Wax Digital has been recognized by Gartner as a Magic Quadrant “visionary” vendor• Founded in 2001, Wax Digitial is headquartered in Sweden

Investment Banking Role• Raymond James served as the exclusive financial advisor to Marlin Equity Partners in this transaction • Worked closely with Marlin’s portfolio company management team to design a customized process

aligned with key objectives

Successful Outcome• Marlin’s acquisition of Wax Digital will be merged with Medius, a Marlin portfolio company, transforming Medius

from a market-leading accounts payable-focused solution into a comprehensive product suite with full source-to-pay capabilities and expanding their European footprint

November 2019

Raymond James served as the

exclusive financial advisor to Marlin

Equity Partners in this transaction

Have Acquired

Marlin Equity Partners acquisition of Wax Digital

Page 12: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 12

Raymond James Advisory Case Study

Summary• On October 7, 2019, Asure Workspace Management entered into a definitive agreement

to be acquired by fm:systems

Company Background• Asure Software (NASDAQ: ASUR) offers a suite of solutions to help clients optimize and

manage their mobile workforces and their global workspaces• Asure’s SaaS based offerings include asset management, mobile room scheduling, mobile time

tracking, time and labor management software, traditional time clocks, touch panels for room scheduling, and workplace business intelligence analytics

• Asure focuses on offering solutions to organizations in the financial services, manufacturing, non profit, healthcare, government organizations and retail services industries. Asure derives revenue through the source of cloud, maintenance and support, software license, and professional services

Investment Banking Role• Raymond James served as the exclusive financial advisor to Asure Software in this transaction• Worked closely with Asure’s management team and shareholders to design a customized process aligned

with key objectives

Successful Outcome• Fm:systems acquisition of Asure’s Workspace solutions combines two best in class complementary offerings with

technology solutions that enable clients to provide the ideal workplace for every employee • The transaction delivered a premium outcome for Asure’s shareholders

October 2019

Raymond James served as the

exclusive financial advisor to Asure Software in this

transaction

Asure Workspace Management sale to fm:systems

Sale toWorkspace Business

Page 13: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 13

SOFTWARE VALUATION ENVIRONMENT

Page 14: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 14

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019E Rule of

402Growth Category/Sector1 Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

High Growth Median $7,238.0 $7,154.6 9.1% 34.4% 169.9% 264.5% 11.4x 9.4x 19.8x 25.1x 69.8x 65.3x 31.7% 24.8% 15.8% 14.8% 22.5% 47.5%

Medium/Low Growth Median $5,388.1 $6,195.3 2.3% 17.4% 56.7% 79.2% 5.1x 4.6x 18.0x 17.4x 33.3x 32.9x 7.6% 7.5% 25.3% 26.7% 13.8% 32.9%

Horizontal Software Median $11,052.8 $11,593.0 6.9% 28.1% 120.4% 148.0% 8.4x 7.3x 23.4x 20.1x 39.9x 40.9x 15.5% 15.7% 24.6% 25.0% 16.5% 40.1%

Vertical Software Median $3,570.2 $4,019.3 3.1% 19.7% 77.3% 104.0% 6.0x 5.3x 19.1x 17.2x 50.2x 40.7x 12.1% 11.8% 25.3% 26.8% 16.3% 37.4%

Infrastructure Software Median $5,695.3 $6,523.8 2.8% 10.5% 56.2% 80.5% 6.2x 5.5x 15.5x 15.6x 26.3x 21.2x 13.5% 12.6% 17.4% 18.2% 17.0% 30.9%

Trading Analysis - Summary

Revenue Multiples EBITDA Multiples

Source: Capital IQ as of market close on January 31st, 2020.Note: Sectors sorted by Enterprise Value; see pages 29 - 45 for public company trading analysis detail.1. Each company is grouped into both a growth category and sector category.2. Rule of 40% calculated as revenue growth + EBITDA margin.

High Growth Software Medium / Low Growth Software Horizontal Software Vertical Software Infrastructure Software

19.8x

25.1x

18.0x17.4x

23.4x

20.1x19.1x

17.2x15.5x 15.6x

0x

5x

10x

15x

20x

25x

30x

2019E 2020E

Enterprise Value / EBITDA

11.4x

9.4x

5.1x4.6x

8.4x

7.3x

6.0x

5.3x

6.2x5.5x

0x

2x

4x

6x

8x

10x

12x

2019E 2020E

Enterprise Value / Revenue

Page 15: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 15

Trading Analysis

Relative Stock Price Performance Valuation Multiple Analysis

Price / Earnings Ratio Growth and Margin Analysis

Detail by Growth Category: High Growth and Medium/Low Growth Software

High Growth Software Medium/Low Growth Software

69.8x65.3x

33.3x 32.9x

0x

10x

20x

30x

40x

50x

60x

70x

80x

2019E 2020E

P / E Ratio

Source: Capital IQ as of market close on January 31st, 2020.Data represents median performance for each sector.

8.8%33.7%

168.2%

260.8%

2.3%

18.0%

58.1%79.7%

0%

50%

100%

150%

200%

250%

300%

YTD 1 Year 3 Year 5 Year

31.7%

24.8%

15.8% 14.8%

7.6% 7.5%

25.3%26.7%

0%

5%

10%

15%

20%

25%

30%

35%

2019E 2020E 2019E 2020E

Revenue Growth EBITDA Margin

11.4x9.4x

19.8x

25.1x

5.1x 4.6x

18.0x 17.4x

0x

5x

10x

15x

20x

25x

30x

2019E 2020E 2019E 2020E

Enterprise Value / Revenue Enterprise Value / EBITDA

Page 16: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 16

Trading Analysis

Source: Capital IQ as of market close on January 31st, 2020.Data represents median performance for each sector.

Relative Stock Price Performance Valuation Multiple Analysis

Price / Earnings Ratio Growth and Margin Analysis

Detail by Sector: Horizontal / Vertical / Infrastructure Software

Vertical Software Infrastructure SoftwareHorizontal Software

39.9x 40.9x

50.2x

40.7x

26.3x21.2x

0x

10x

20x

30x

40x

50x

60x

2019E 2020E

P / E Ratio

15.5% 15.7%

24.6% 25.0%

12.4%11.2%

25.0%26.5%

13.5% 12.6%

17.4% 18.2%

0%

5%

10%

15%

20%

25%

30%

2019E 2020E 2019E 2020E

Revenue Growth EBITDA Margin

6.9%

28.1%

120.4%

148.0%

2.9%

20.0%

79.1%

104.0%

2.8%10.5%

56.2%

80.5%

0%

20%

40%

60%

80%

100%

120%

140%

160%

YTD 1 Year 3 Year 5 Year

8.4x7.3x

23.4x

20.1x

6.1x 5.3x

19.1x17.2x

6.2x 5.5x

15.5x 15.6x

0x

5x

10x

15x

20x

25x

2019E 2020E 2019E 2020E

Enterprise Value / Revenue Enterprise Value / EBITDA

Page 17: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 17

Sustaining growth & profitability is rewarded with a meaningful premium

Software Valuation Framework: The Rule of 40%(1)(2)(3)

Source: Capital IQ as of 01/31/2020.(1) Rule of 40% calculated as 2019E revenue growth + EBITDA margin.(2) Dark blue dots represent high growth companies; Light blue dots represent medium/low growth companies.(3) Software landscape consists of all companies referenced in Appendix

High Growth Software Medium/Low Growth Software

3.7xAverage EV /

Revenue

11.0%Average Rule

of 40%

7.2xAverage EV /

Revenue

32.0%Average Rule

of 40%

11.3xAverage EV /

Revenue

55.6%Average Rule

of 40%

5.0x

10.0x

15.0x

20.0x

25.0x

30.0x

10.0% 20.0% 30.0% 40.0% 50.0% 60.0% 70.0% 80.0% 90.0% 100.0%

2019

EV

/ Rev

enue

2019 Rule of 40%

Page 18: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 18

RECENT TRANSACTIONACTIVITY

Page 19: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 19

Selected Recent Strategic Buyer M&A ActivityAnnounced Date Buyer Target Sub-Sector Sector Deal

Size ($M) Comments

Jan-20 Retail Vertical Software ND

• SwiftIQ provides cloud analytics and vendor collaboration software to retailers• This acquisition will support PDI's efforts to scale its network for retail customers and CPG

partners in order to improve effectiveness of their loyalty programs and promotions

Jan-20 Transportation & Logistics

Vertical Software ND

• Trux Route Management Systems helps in the development of software for the waste management industry in North America

• This acquisition will add 1,000 customers, across North America, to AMCS’ platform

Jan-20 Transportation& Logistics

Vertical Software ND

• Soft-Pak software enables business-critical back-office operations, such billing for collection and disposal, performing customer service and support, managing for waste hauling fleets

• This acquisition enables Dover to expand its digital portfolio and acts as a building block to its capital deployment strategy

Jan-20 Other Vertical Software ND

• PlayerSpace provides sports program management software to YMCAs and similar organizations nationwide

• This acquisition will enhance Daxco's offerings of membership management platforms powering more than 10,000 health and wellness facilities worldwide

Jan-20 Other Horizontal Software ND

• ServiceBridge offers platform functionally to SMBs and franchise field service companies with that need to scale networks and execute at every level to empower field service

• The acquistion will support GPS businesses through the entire workflow, including resource availability, daily planning, trips, jobs and review

Jan-20Governance, Risk

Management & Compliance

Horizontal Software ND

• Enviance provides cloud-based Environmental, Health and Safety (EH&S) software, leveraging cloud computing technology to deliver its platform online in real-time

• This acquisition gives Cority access to 400 additional clients and augments its capabilities in IH/OH and worker safety

Jan-20 Real Estate Vertical Software ND

• Modern Message is the leading resident engagement, loyalty and rewards platform for the residential real estate industry

• The acquisition will enable RealPage clients to give residents a rich rewards experience, boost ancillary revenue, resident loyalty and reputation scores

Jan-20 Travel & Hospitality Vertical Software ND

• GrowTix is a fully integrated suite of ticketing and registration solutions designed for comic conventions, home shows and a wide variety of business conventions

• This acquisition will enable Patron Technology to strengthen their client relationships by providing an even more diverse set of tools

Jan-20 Real Estate Vertical Software ND

• Alan King & Co is a software company in the mortgage industry, specializing in master servicing and loan accounting software solutions

• The acquisition will help Situs to expand its technology offering to the real estate industry

Jan-20 Government Vertical Software ND

• Vermont Systems is the provider of recreation management software and services for municipal, county, state and federal military governmental entities

• This acquisition will add 1,200 additional clients in the membership and club management SaaS markets to Clubessential’s existing customer base

Page 20: Software Insights...software October 2019 Sale to Workplace Business e-Commerce software platform October 2019 Investment by Procurement software November 2019 Acquisition of Accreditation

INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 20

Selected Recent Strategic Buyer M&A ActivityAnnounced Date Buyer Target Sub-Sector Sector Deal

Size ($M) Comments

Jan-20 Government Vertical Software ND

• BIAS Software develops financial accounting software for local government entities which offers financial, payroll, cash receipting, utility billing and asset tracking solutions

• The acquisition will deepen Springbrook's market leadership in the Pacific Northwest

Jan-20 Human Capital Management

Horizontal Software $19

• Clustree SA designs and develops an artificial intelligence (AI) solution for career management, which detects employees' skills and appetencies

• Cornerstone plans to integrate the Clustree skills engine and skills ontology into its portfolio of products

Jan-20 Human Capital Management

Horizontal Software ND

• WiserTogether provides shared decision-making tools to consumers, employers, health plansand payers

• The acquisition will help Evive in enhancing its treatment-guidance capabilities and EviveOperating System platform

Jan-20 Automotive Vertical Software ND

• Autolist is an app-based platform that provides an automotive marketplace for dealers and customers

• The acquisition expands CarGurus’ category-leading consumer audience and will help enable the company to further enhance its unique value proposition to dealers

Jan-20 Transportation & Logistics

Vertical Software ND

• Cerasis, a third-party logistics company providing transportation management technology and services for shippers

• Cerasis will help expand GlobalTranz’s growing managed transportation capabilities

Jan-20 Financial Services Vertical Software ND

• International Management Technologies develops customized engineering, loss control and inspection software solutions for insurance companies and other large organizations

• Utilant will expand is market share through further penetration into loss control providers

Jan-20 Real Estate Vertical Software ND

• ClientLook develops client relationship management software for commercial real estate brokers• The acquisition of ClientLook will help LightBox in its continuing effort to unify fragmented

workflows and siloed information

Jan-20 Real Estate Vertical Software ND

• Razz Interactive develops a marketing platform for real estate and property management professionals

• With this acquisition, ResMan can enable customers to build and deliver high-end websites at the cost and convenience of a traditional template solution

Jan-20 Transportation& Logistics

VerticalSoftware ND

• Lanehub Incorporated develops a networking platform for transportation professionals which serves shippers and carriers

• The strategic acquisition of Lanehub reinforces Transplace’s mission to offer our customers the most advanced technologies, giving them a competitive advantage in the marketplace

Jan-20 Automotive Vertical Software ND

• Digital Business Controls develops and provides business services software that offers ticketing, invoicing, accounting and inventory functions for the auto and flat glass industries

• The acquisition would help Mainstreet in building a diversified software and payments business

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 21

Selected Recent Strategic Buyer M&A ActivityAnnounced Date Buyer Target Sub-Sector Sector Deal

Size ($M) Comments

Jan-20 Supply Chain Horizontal Software ND

• Riskpulse is a developer of a platform designed to provide actionable predictive intelligence for the whole supply chain

• The company plans to use the proceeds to further advance predictive and actionable insights

Jan-20 Cloud-Based Infrastructure Infrastructure ND

• Silvertrac Software offers a cloud-based, security guard management and security incident reporting software

• The acquisition of Silvertrac follows Trackforce Valiant's strategy of providing guard firms of all sizes with a purpose-built solution to run their business

Jan-20 Human Capital Management

Horizontal Software ND

• Innovise Limited provides workforce and compliance management software for the facilities management industry

• The acquisition brings TEAM and Innovise customers in five continents, more than 750,000 end users and enhanced technology for clients

Jan-20 Human Capital Management

Horizontal Software ND

• Herefish develops and provides a business process automation platform for staffing and recruiting firms

• The acquisition of Herefish will enable companies to automate time-consuming and manual spreadsheet-based processes to improve bottom-line and top-line growth

Jan-20 Real Estate Vertical Software ND

• Lindsey Software is a provider of a cloud-based property management software and services used by more than 700 public and affordable housing authorities nationwide

• The acquisition extends MRI's reach in US public housing sector to cover a broader spectrum of applications and adds accounting services

Jan-20 Legal / Professional Services

Vertical Software ND

• Superior Document Services provides document management, e-Discovery and data processing services to law firms, corporations and government agencies

• The acquisition will help the target company's customers to benefit from KLDiscovery’s platform

Jan-20 Other Vertical Software ND

• Yaro operates as a mobile-first digital navigation and health literacy platform to help consumers understand, find and pay for healthcare services according to their specific needs

• The acquisition further strengthens Virgin Pulse’s position and adds new benefits navigation capabilities to the company’s existing end-to-end health and wellbeing platform

Jan-20 Travel & Hospitality Horizontal Software ND

• Yapta also known as Your Amazing Personal Travel Assistant, provides airfare and hotel price tracking and assurance services for corporate and personal travelers

• The acquisition extends the acquirer's leadership in business spend management, providing real-time travel savings to businesses

Jan-20 Real Estate Horizontal Software ND

• RightSource Compliance provides software, consulting, training and technology-enabled compliance services to assist clients with federal and state affordable housing regulations

• The acquisition will assist Yardi in enhancing affordable housing product and service offerings

Jan-20 Automotive Vertical Software ND

• DealerNet develops automotive dealer management software solutions to car dealers and original equipment manufacturers in Brazil

• The acquisition would help the target company to explore more opportunities and increase customer base

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 22

Selected Recent Strategic Buyer M&A ActivityAnnounced Date Buyer Target Sub-Sector Sector Deal

Size ($M) Comments

Jan-20 Legal / Professional Services

Vertical Software ND

• Inventus provides litigation support services focused on streamlining data processing and review via a suite of bundled technologies

• The combined company will provide a broader range of technology-enabled legal services for the global legal operations market

Jan-20 CRM / Customer Interaction Management

Horizontal Software ND

• Lifecycle Software Ltd offers billing solutions and customer relationship management (CRM) software solutions

• The acquisition will help the acquirer in complementing its portfolio and provide further mission-critical software capabilities

Jan-20 Automotive Vertical Software ND

• Auto/Mate provides dealership management system (DMS) software to retail automotive dealerships

• After the acquisition, the combined company will support more than 9,000 dealerships and well over 300,000 active users

Jan-20Governance, Risk

Management & Compliance

Horizontal Software ND

• Sys-Tech Solutions, doing business as Systech International, provides anti-counterfeiting, product safety and consumer and brand protection solutions

• The acquisition will enhance Markem-Imaje's portfolio of product identification and traceability solutions with complementary and highly-demanded software and service offerings

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 23

Selected Recent Financial Sponsor ActivityAnnounced Date Buyer Target Sub-Sector Sector Deal

Size ($M) Comments

Jan-20 Human Capital Management

Horizontal Software $22

• Codility provides a platform that enables tech recruiters and hiring managers to assess candidates’ skills by testing their code online

• The capital will be used to fuel Codility's growing footprint in helping expand engineering teams at high-growth companies

Jan-20 Other Horizontal Software 5

• Passageways provides a board management software and employee intranet portal software for banks, credit unions, healthcare etc.

• The company plans to use the proceeds to expand into new market segments, especially as its board management platform, OnBoard, has gained global traction

Jan-20 Human Capital Management

HorizontalSoftware ND

• LaborChart provides integrated workforce management cloud platforms for the global construction industry

• The investment will help LaborChart to expand the company's market position, and accelerate domestic and international growth

Jan-20 Transportation& Logistics

Vertical Software 6

• Cloudtruck provides solution for owner-operators and small trucking carriers at a lower cost using software engineering, data science and operations processes

• The company plans to use the funds to improve the three-core metrics of a truck driver which are revenue, cash-flow and costs

Jan-20 Transportation & Logistics

Vertical Software ND

• Track What Matters provides intuitive fleet tracking service to all sizes of commercial business throughout the United States and abroad

• This investment will help Track What Matters with the resources and expertise required to provide the best technology solutions and customer experience to fleet customers

Jan-20 Marketing Horizontal Software 100

• ActiveCampaign provides email-marketing, marketing automation, sale, CRM, messaging and machine learning solutions to various industries

• The company plans to use the funds to scale its customer experience automation solution

Jan-20 Education Vertical Software 8

• AdmitHub provides expert admissions guidance on its Website and via SMS to help students communicate with college admissions offices directly

• The company plans to use the funds to expand its product development and research efforts and its voice technology

Jan-20 Transportation & Logistics

Vertical Software 7

• Shipamax provides logistics companies such as freight forwarders with a tool kit to automate back-office processes

• The company plans to use the funds to digitize and automate global logistics back-office functions

Jan-20 Human Capital Management

Horizontal Software 50

• Justworks provides access to big-company benefits, automated payroll, compliance support and HR tools to entreprenuers and their teams

• The company plans to use the funds to create fundamentally better PEO product for the modern workforce

Jan-20 CRM / Customer Interaction Management Horizontal ND

• RevenueWell enables dental practices to manage patient engagement, patient relationships, online practice reputation and appointment reminders

• The company intends to use the funds to accelerate to expand and enhance their current product portfolio and tightly integrate healthcare practice success and patient care

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 24

Selected Recent Financial Sponsor ActivityAnnounced Date Buyer Target Sub-Sector Sector Deal

Size ($M) Comments

Jan-20 Transportation & Logistics

Vertical Software $39

• Loginext is a platform that leverages machine learning and cloud technology to provides solutions to manage and optimize logistics and field service operations

• The company plans to use the funds for expansion into London, Sydney and New York as well as for research and development

Jan-20 Development Platforms / DevOps Infrastructure 20

• Beacon is a provider of secure sandbox infrastructure, full suite of developer tools and transparent source code to enable enterprise-scale analytics, trading, risk management etc.

• The company intends to use the funds to expand its existing operations and develop its platform designed for capital markets

Jan-20 Human Capital Management

Horizontal Software 35

• Catalant Platform enables business leaders to organize mission-critical work, access and deploy internal and external resources dynamically and track the speed, quality and impact of work

• The company plans to use the funds to scale its product offering and expand into new global markets

Jan-20 Human Capital Management

Horizontal Software 75

• Personio GmbH develops and delivers HR management and recruiting software • The company intends to use the proceeds to grow its human resource software for small

business, expansion into the United Kingdom and Ireland and establish a new office in London

Jan-20 Legal / Professional Services

Vertical Software 40

• FloQast provides FloQast, a dashboard reporting tool to track and document journal entries, as well as account reconciliations for clients

• The company intends to use the funds to further accelerate customer expansion and drive continued technology innovation for corporate accounting teams

Jan-20 Human Capital Management

Horizontal Software ND

• TalentSmart provides emotional intelligence training for clients ranging from the military to Fortune 500 companies

• The company intends to use funds in to furthur expand its business and enhance it’s emotional intelligence products and services

Jan-20 Development Platforms / DevOps Infrastructure ND

• XebiaLabs platform enables enterprises to orchestrate, automate and analyze their entire software release pipeline at enterprise scale

• This acquisition will help TPG to combine XebiaLabs with CollabNet to create an agile, end-to-end DevOps platform for enterprises

Jan-20 Human Capital Management

Horizontal Software 30

• Phenom People provides cloud-based talent relationship marketing platform (TRM) to companies for recruiting candidates

• The company will use the proceeds to proving the HR Shift towards AI-Powered talent experiences and for continued company growth and scale

Jan-20 Real Estate Vertical Software 35

• Homebound is a construction management software firm which helps its clients in building process from financing to move in stage

• The company will use its proceeds for software and customer service development

Jan-20 Financial Management Horizontal Software ND

• Emburse operates an expense management platform that gives businesses an insight and control over corporate expenses

• Abacus, Captio, Certify, Chrome River, Nexonia and Tallie - have come together under a single company, Emburse, to challenge SAP Concur

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 25

Selected Recent Financial Sponsor ActivityAnnounced Date Buyer Target Sub-Sector Sector Deal

Size ($M) Comments

Jan-20 Education Vertical Software ND

• Campus Management is a provider of cloud-based student information systems (“SIS”), customer relationship management (“CRM”) and enterprise resource planning (“ERP”) solutions

• Veritas Capital would help the target company pursue their expansion plan and increase operational efficiency & effectiveness

Jan-20 Education Vertical Software ND

• Edcentric develops and offers engagement, planning, assessment and compliance SaaS solutions to higher education institutions

• Veritas Capital would help the target company to pursue their expansion plan and increase operational efficiency & effectiveness

Jan-20 Travel & Hospitality Vertical Software $70

• Online Ventures trading as SiteMinder, is an online hotel distribution company which develops cloud-based products for the hospitality industry

• The company will use the proceeds to fuel its growth and innovation, through accelerated go-to-market strategies and increased investments in R&D towards its geographic expansion

Jan-20 Human Capital Management

Horizontal Software 30

• Workboard provides execution intelligence applications for enterprise managers which unifies goal clarity, execution efficiency and employee engagement

• The company intends to use the funds to increase its investment in marketing, go-to-market partnerships and in core technology areas like data visualizations and machine learning

Jan-20 Marketing Horizontal Software 40

• 6Sense Insights provides a predictive intelligence platform which helps B2B marketing and sales leaders to identify new prospects based on data science and time-sensitive intent interactions

• The company intends to use the capital to scale operations and accelerate expansion of its platform

Jan-20 Cloud-Based Infrastructure Infrastructure 90

• Zinier develops a cloud-based platform and mobile application for companies to track and manage sales and service operations in the field

• The company intends to use the funds to enter new markets, conduct R&D to expand its AI-driven platform capabilities and configurability

Jan-20 Automotive Vertical Software 60

• FlashParking designs and develops cloud-based parking and mobility solutions that provides real time data and pricing options for parking space providers

• The company intends to use the funds to scale its cloud-based parking system

Jan-20 Real Estate Vertical Software ND

• MRI Software LLC provides real estate software applications and hosted solutions which include financials suite, commercial suite, residential suite, investment suite etc.

• The company intends to use the funds to bolster innovation across its end-to-end offering, accelerate growth and extend its global presence

Jan-20 Supply Chain Horizontal Software 23

• DHL Resilience360 GmbH operates a supply chain risk management software solution that helps businesses to predict, assess and mitigate the risk of supply chain disruptions

• DHL Resilience360 GmbH will use the proceeds to further advance predictive and actionable insights

Jan-20Governance, Risk

Management & Compliance

Horizontal Software ND

• Foundation Source Philanthropic Services provides outsourced support services for private foundations which includes administration, compliance monitoring, federal and state filings and grants management services

• The acquisition will allow the Company expand market share and enter into new markets

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 26

Selected Recent Financial Sponsor ActivityAnnounced Date Buyer Target Sub-Sector Sector Deal

Size ($M) Comments

Jan-20 Legal / Professional Services

Vertical Software $10

• Legalpad Inc develops a platform that bridges the gap between law and technology by focusing on repeatable legal tasks and workflows that are ripe for automation

• The company intends to use the funds to accelerate growth and continue to connect global talent with opportunity

Jan-20 Human Capital Management

Horizontal Software 3

• MyWorkChoice is a provider of contingent workforce software• MyWorkChoice will use the proceeds to continue its expansion into key geographic markets

enabling its customers to engage the diverse and dependable workforce community

Jan-20 Legal / Professional Services

Vertical Software 5

• Juro develops and operates a SaaS based contract management software/automation solution that enables businesses to generate, negotiate, sign and manage contracts

• The company intends to use the funds to double-down on its data proposition, triple the size of its product team and continue to expand its customer base in the EU and US

Jan-20 Government Vertical Software ND

• Springbrook Software provides cloud-based fund accounting, payroll/human resources, utility billing and community development enterprise software solutions

• This acquisition will continue to deepen Springbrook's focus on providing industry-leading solutions to more than 800 local governments and municipalities across North America

Jan-20 Energy Vertical Software 2

• M1NERAL LLC provides a mineral intelligence platform that provides data, AI insights and transaction automation to buyers, operators and sellers

• The company intends to use the funds to continue to expand its development efforts

Jan-20Governance, Risk

Management & Compliance

Horizontal Software 50

• BigID develops security software products for personal data protection and privacy• The company intends to use the capital to deliver new products in privacy and protection of

personal data along with expansion of go-to-market strategies across the globe

Jan-20 Automotive Vertical Software ND

• Open Lending, LLC delivers software that measures risk for auto loans and offers web-based pricing and underwriting technology that helps lenders approve auto loans for borrowers

• The acquisition will help the company get listed on public market due to the SPAC and the newly merged company will have an implied estimated enterprise value of $1.3 billion

Jan-20 Legal / Professional Services

Vertical Software ND

• Ontellus provides technology-enabled online record retrieval platform to legal and insurance firms

• Aquiline's investment in the company provides resources and capital to support the continued expansion of the company's records retrieval capabilities

Jan-20 Financial Management HorizontalSoftware 73

• Receipt Bank Limited develops an automated bookkeeping software platform that offers Receipt Bank, a receipt and invoice software that is used by businesses, accountants and bookkeepers

• The company plans to use the funds to extend product suite and continue rapid expansion in Europe, Australia and North America

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 27

Offer Price to:

Pricing Date Company Sector Sub-Sector Offer

TypeOffering Size

($M)Offer Price

($) One-Day One-Week Dec 31, 2019

Dec-19 Horizontal Human Capital Management IPO $69 1.27 0.3% 0.3% 2.1%

Dec-19 Horizontal Human Capital Management IPO 150 17.00 (2.4%) (5.8%) (5.6%)

Dec-19 Horizontal Financial Management IPO 216 22.00 61.4% 72.9% 73.0%

Dec-19 Horizontal Enterprise Resource Planning IPO 76 1.18 (5.3%) (7.1%) (3.0%)

Dec-19 Infrastructure IT Management, Security Follow-on 681 24.75 (1.4%) (3.8%) 2.2%

Dec-19 Infrastructure Security Follow-on 193 55.12 4.5% 4.5% 7.1%

Nov-19 Horizontal Human Capital Management Follow-on 296 169.00 (0.6%) 2.3% (0.2%)

Oct-19 Infrastructure Security IPO 699 18.13 2.7% 0.5% 40.9%

Oct-19 Infrastructure Big Data Follow-on 726 42.00 (1.2%) (2.1%) 10.4%

Oct-19 Horizontal Human Capital Management IPO 56 12.00 1.0% (10.3%) 9.1%

Sep-19 Infrastructure Security IPO 648 27.00 39.1% 30.6% 39.9%

Sep-19 Infrastructure Security IPO 188 15.00 34.1% 20.0% 62.0%

Sep-19 Infrastructure IT Management, Security IPO 525 15.00 20.0% 32.5% 13.7%

Sep-19 Horizontal Human Capital Management Follow-on 507 56.30 (2.0%) (8.0%) 20.6%

Aug-19 Vertical Financial Services IPO 143 1.69 8.1% (0.1%) 9.9%

Aug-19 Horizontal Marketing IPO 67 10.81 9.9% 7.9% 105.6%

Aug-19 Infrastructure IT Management, Security IPO 570 16.00 62.9% 62.5% 58.1%

Jul-19 Horizontal Enterprise Resource Planning IPO 326 21.00 76.4% 104.8% 48.1%

Jul-19 Infrastructure DevOps IPO 193 4.20 126.9% 103.9% 61.6%

Selected Recent Public Equity Activity

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 28

Selected Recent Debt Financings

Ratings

Announcement Date Company Sector Sub-Sector Moody’s S&P Size ($M) Coupon (%)

Jan-20 Horizontal Enterprise Resource Planning Ba3 BB- $500 3.63

Jan-20 Horizontal Enterprise Resource Planning Ba3 BB- 500 4.00

Jan-20 Infrastructure Cloud A2 A 499 1.70

Jan-20 Infrastructure Cloud A2 A 1,296 2.30

Jan-20 Infrastructure Cloud A2 A 499 1.90

Jan-20 Infrastructure Cloud A2 A 849 2.15

Jan-20 Infrastructure Cloud NA NA 557 1.45

Jan-20 Infrastructure Cloud NA NA 400 4.88

Jan-20 Infrastructure Cloud NA NA 400 8.25

Jan-20 Infrastructure Big Data NA NA 1,000 0.25

Jan-20 Vertical Professional Services Baa2 BBB 499 2.85

A credit rating of a security is not a recommendation to buy, sell or hold securities and may be subject to review, revisions, suspension, reduction or withdrawal at any time by the assigning rating agency.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 29

APPENDIX

Public Company Trading Detail

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 30

Trading Analysis

High Growth Software

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA3 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

2U, Inc. $1,257.5 $1,415.6 (17.4%) (65.2%) (41.8%) 11.4% 2.5x 1.9x NM NM NM NM 39.1% 27.2% (4.4%) (1.3%) NA 34.7%

8x8, Inc. $1,866.2 $1,977.6 1.7% 5.7% 17.5% 141.5% 4.8x 3.9x NM NM NM NM 22.4% 22.8% (11.1%) (3.7%) 16.0% 11.3%

Adobe Inc. $169,295.5 $169,257.0 6.5% 41.7% 209.7% 400.7% 15.2x 12.8x 33.6x 27.6x 51.9x 44.8x 23.5% 18.1% 45.2% 46.5% 16.5% 68.7%

Alteryx, Inc. $9,076.2 $8,928.7 39.4% 96.0% NA NA 22.8x 17.1x NM NM NM NM 54.6% 32.8% 14.4% 16.2% NA 69.0%

Anaplan, Inc. $7,694.7 $7,438.4 9.9% 83.5% NA NA 21.4x 16.2x NM NM NM NM 44.2% 32.7% (12.6%) (8.4%) NA 31.6%

Atlassian Corporation Plc $36,077.8 $35,297.6 22.2% 49.4% 432.0% NA 25.3x 19.7x NM NM NM NM 45.1% 28.4% 26.1% 24.0% 26.7% 71.2%

Autodesk, Inc. $43,313.5 $44,332.5 7.3% 33.7% 142.0% 264.5% 13.6x 11.1x NM 33.9x NM 70.9x 34.0% 21.8% 26.8% 32.9% 51.9% 60.9%

Avalara, Inc. $6,550.8 $6,103.9 16.2% 113.5% NA NA 16.3x 13.0x NM NM NM NM 37.8% 25.2% 0.6% 1.1% NA 38.3%

BlackLine, Inc. $3,403.5 $3,206.7 18.6% 28.6% 125.1% NA 11.2x 9.3x NM NM NM NM 25.8% 21.0% 9.3% 10.6% 50.0% 35.1%

CDK Global, Inc. $6,516.7 $9,206.1 (1.8%) 9.8% (14.2%) 18.9% 4.8x 4.5x 11.6x 11.4x NM NM 12.2% 7.9% 41.5% 39.3% 10.0% 53.7%

Chegg, Inc. $4,988.1 $5,099.7 8.8% 17.1% 473.4% 521.9% 12.5x 9.8x NM 31.2x 82.3x 48.5x 27.2% 27.4% 30.0% 31.4% NA 57.2%

Coupa Software Incorporated $10,281.1 $10,209.4 10.2% 85.3% 520.0% NA 26.8x 20.9x NM NM NM NM 46.3% 28.1% 12.9% 15.3% 32.5% 59.2%

CyberArk Software Ltd. $5,236.0 $4,729.4 18.6% 57.5% 160.5% 308.1% 11.0x 9.3x NM 32.6x NM NM 25.5% 18.6% 30.1% 28.4% 17.0% 55.5%

DocuSign, Inc. $14,089.0 $14,062.9 5.9% 58.8% NA NA 14.6x 11.6x NM NM NM NM 37.7% 25.9% 8.3% 10.0% 58.7% 46.0%

Everbridge, Inc. $3,062.8 $2,982.0 16.1% 46.5% 390.7% NA 14.9x 11.6x NM NM NM NM 36.0% 28.8% 2.8% 5.4% NA 38.7%Fidelity National Information Services, Inc. $88,293.5 $107,752.5 3.3% 37.4% 80.9% 130.1% 10.4x 7.9x 25.6x 17.7x NM NM 22.6% 31.3% 40.8% 44.8% 7.3% 63.4%

Fiserv, Inc. $80,642.3 $104,011.3 2.6% 43.0% 120.8% 227.1% 10.2x 6.4x 19.8x 17.1x NM NM 74.9% 59.6% 51.5% 37.4% 16.0% 126.5%

Five9, Inc. $4,381.2 $4,282.0 9.4% 40.3% 364.0% 1725.2% 13.3x 11.5x NM NM NM 92.6x 25.2% 15.5% 17.9% 18.1% 16.9% NMGTY Technology Holdings Inc. $326.8 $317.9 6.3% (38.8%) (36.1%) NA 7.8x 5.3x NA NA NM NM NA 49.2% 0.0% 0.0% NA NA

HubSpot, Inc. $7,748.1 $7,375.9 14.2% 14.3% 252.7% 437.7% 11.0x 8.9x NM NM NM NM 30.5% 23.8% 12.6% 12.4% 37.5% 43.1%

Inovalon Holdings, Inc. $3,139.9 $4,067.6 7.7% 41.8% 75.4% NA 6.3x 5.8x 19.1x 17.2x NM NM 21.5% 10.2% 33.2% 33.4% 14.0% 54.7%

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin2. High growth software defined as any company with greater than 20% revenue growth.3. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 31

Trading Analysis

High Growth Software (cont.)

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA3 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019E Rule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

Kinaxis Inc. $2,193.7 $2,001.7 9.9% 40.6% 67.3% 478.3% 10.5x 9.5x NM NM NM NM 26.0% 11.0% 28.7% 25.9% 18.5% 54.7%

LiveRamp Holdings, Inc. $2,724.1 $1,969.3 (16.3%) (7.4%) 54.2% 121.1% 5.6x 4.3x NM NM NM NM 32.0% 30.3% (17.0%) (0.3%) 25.0% 15.0%

Mimecast Limited $3,163.4 $3,207.5 17.6% 35.8% 140.0% NA 8.0x 6.6x NM 34.8x NM NM 25.3% 21.0% 16.8% 18.9% 20.0% 42.1%

New Relic, Inc. $3,880.6 $3,597.5 0.5% (35.1%) 82.3% 112.5% 6.3x 5.4x NM NM NM NM 27.5% 17.0% 16.8% 14.6% 20.7% 44.4%

Okta, Inc. $15,520.2 $15,250.1 11.0% 55.3% NA NA 26.5x 20.1x NM NM NM NM 43.9% 31.7% (7.1%) (4.5%) NA 36.8%

Palo Alto Networks, Inc. $22,998.4 $22,016.1 1.5% 9.3% 59.1% 85.8% 7.0x 5.8x 29.7x 25.2x NM NM 21.3% 20.4% 23.5% 23.1% 22.4% 44.9%

Paycom Software, Inc. $18,344.3 $18,296.0 20.2% 114.6% 588.1% 1115.7% 24.9x 20.2x NM NM NM NM 29.7% 23.5% 42.4% 42.5% 30.6% 72.1%

Paylocity Holding Corp. $7,592.9 $7,547.4 17.4% 99.8% 359.8% 502.2% 14.6x 12.2x NM NM NM 89.0x 27.9% 19.5% 28.3% 28.8% 20.0% 56.2%

Pluralsight, Inc. $1,973.7 $2,094.8 12.7% (35.3%) NA NA 6.6x 5.3x NM NM NM NM 35.9% 25.4% (15.2%) (15.0%) NA 20.7%

Proofpoint, Inc. $6,973.6 $6,888.7 7.0% 20.6% 53.2% 145.6% 7.8x 6.5x NM NM NM NM 23.3% 20.5% 17.4% 13.4% 22.5% 40.6%

PROS Holdings, Inc. $2,660.3 $2,523.1 0.1% 73.4% 168.1% 147.0% 10.2x 8.6x NM NM NM NM 26.1% 17.8% (4.3%) (1.3%) NA 21.8%

Q2 Holdings, Inc. $4,198.7 $4,019.3 7.5% 46.7% 174.6% 387.6% 12.7x 9.7x NM NM NM NM 31.7% 30.3% 5.6% 4.8% 20.0% 37.3%

Rapid7, Inc. $2,932.5 $2,947.9 6.0% 47.8% 376.2% NA 9.1x 7.4x NM NM NM NM 32.5% 22.9% 3.5% 6.4% NA 36.0%

RingCentral, Inc. $17,700.9 $17,544.6 21.9% 122.4% 780.4% 1422.8% 19.7x 16.0x NM NM NM NM 45.1% 23.3% 13.1% 12.6% 18.5% 58.2%

salesforce.com, inc. $161,709.0 $161,673.0 12.1% 20.0% 130.5% 223.0% 9.5x 7.7x 33.0x 27.2x 69.8x 62.9x 28.0% 23.1% 28.8% 28.4% 25.6% 56.9%

ServiceNow, Inc. $63,776.4 $63,216.2 19.8% 53.7% 273.2% 364.0% 18.3x 14.2x 65.0x 49.5x NM NM 32.2% 29.1% 28.2% 28.7% 33.5% 60.4%

Shopify Inc. $54,366.2 $51,810.0 17.1% 176.4% 816.3% NA 33.3x 24.3x NM NM NM NM 45.0% 36.9% 4.3% 4.9% 40.4% 49.3%

Smartsheet Inc. $5,695.3 $5,196.9 7.9% 54.5% NA NA 19.2x 13.8x NM NM NM NM 52.0% 39.3% (15.9%) (11.8%) NA 36.1%

Splunk Inc. $24,215.8 $24,385.9 3.7% 24.4% 168.3% 200.6% 10.4x 8.5x NM NM NM 83.3x 30.4% 22.6% 16.6% 18.6% 37.3% 47.0%

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin2. High growth software defined as any company with greater than 20% revenue growth.3. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 32

Trading Analysis

High Growth Software (cont.)

(USD in millions)` Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA3 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

SS&C Technologies Holdings $15,923.3 $23,801.6 2.6% 22.4% 96.1% 127.8% 5.1x 5.0x 13.2x 12.5x NM NM 35.1% 3.3% 38.9% 39.9% 17.1% 74.0%

StoneCo Ltd. $12,048.8 $12,578.3 8.9% 96.4% NA NA 21.2x 14.9x NM 25.0x NM 63.1x 214.9% 42.4% 59.9% 59.6% 53.0% 274.9%

Talend S.A. $1,136.5 $1,119.0 (5.7%) (0.8%) 63.9% NA 4.5x 3.8x NM NM NM NM 21.1% 20.0% (6.5%) (1.7%) NA 14.6%

Tenable Holdings, Inc. $2,675.6 $2,420.7 13.7% (1.6%) NA NA 6.9x 5.6x NM NM NM NM 31.6% 23.8% (10.8%) (8.2%) NA 20.8%

The Trade Desk, Inc. $12,149.3 $12,036.3 3.6% 88.7% 807.6% NA 18.3x 14.0x NM NM NM NM 38.0% 30.6% 31.8% 31.2% 32.7% 69.8%

Twilio Inc. $17,053.6 $15,795.6 26.5% 11.7% 331.3% NA 14.2x 10.8x NM NM NM NM 71.7% 31.2% 9.3% 8.2% 16.9% 81.0%

Upland Software, Inc. $986.2 $1,220.7 9.3% 25.0% 222.9% 392.9% 5.6x 4.7x 14.9x 12.2x 24.4x 16.0x 46.3% 19.2% 37.2% 38.4% 22.5% 83.6%

Veeva Systems Inc. $21,784.3 $20,316.6 4.2% 34.4% 246.4% 409.8% 18.6x 14.6x NM NM 92.8x 67.4x 26.5% 27.3% 39.4% 36.8% 20.9% 65.9%

WiseTech Global Limited $5,336.6 $5,162.4 7.1% 23.1% 421.5% NA 17.9x 14.7x NM NM NM NM 43.9% 21.4% 32.1% 33.6% 36.8% 76.0%

Wix.com Ltd. $7,298.9 $6,933.2 16.6% 30.5% 171.5% 621.4% 9.1x 7.3x NM NM NM NM 26.2% 25.2% 15.0% 16.9% 20.2% 41.2%

Workday, Inc. $42,464.9 $41,912.7 12.3% 1.7% 122.2% 132.4% 11.6x 9.6x NM NM NM NM 28.1% 20.4% 20.7% 21.4% 31.4% 48.9%

Workiva Inc. $2,113.5 $1,946.8 8.2% 8.6% 261.0% 270.4% 6.6x 5.7x NM NM NM NM 20.0% 16.5% (3.3%) (3.3%) NA 16.8%

Yext, Inc. $1,715.3 $1,589.0 3.6% (4.2%) NA NA 5.3x 4.2x NM NM NM NM 30.4% 27.9% (16.6%) (9.7%) NA 13.9%

Zendesk, Inc. $9,691.9 $9,843.5 12.7% 27.9% 261.1% 257.2% 12.1x 9.3x NM NM NM NM 36.0% 30.1% 7.6% 9.9% 44.0% 43.6%

Zoom Video Communications $21,089.5 $20,333.9 12.1% NA NA NA 33.3x 23.4x NM NM NM NM 84.9% 42.1% 18.7% 14.2% 73.5% 103.6%

Zscaler, Inc. $7,177.1 $6,833.7 20.6% 16.0% NA NA 19.1x 14.6x NM NM NM NM 47.3% 31.0% 9.5% 9.5% 36.5% 56.9%

High Growth Median $7,238.0 $7,154.6 9.1% 34.4% 169.9% 264.5% 11.4x 9.4x 19.8x 25.1x 69.8x 65.3x 31.7% 24.8% 15.8% 14.8% 22.5% 47.5%

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin2. High growth software defined as any company with greater than 20% revenue growth.3. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 33

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA3 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

Agilysys, Inc. $755.3 $727.5 27.9% 83.6% 234.0% 213.1% 4.7x 4.1x NM NM NM NM 14.7% 13.1% 7.5% 8.1% NA 22.2%

Akamai Technologies, Inc. $15,085.5 $15,722.4 8.1% 43.4% 36.1% 60.5% 5.5x 5.1x 13.0x 12.0x 26.3x 21.2x 6.1% 6.8% 41.9% 42.7% 13.0% 48.0%

Alarm.com Holdings, Inc. $2,133.8 $2,075.4 2.2% (30.2%) 62.2% NA 4.4x 3.8x 20.3x 19.1x NM NM 13.1% 14.4% 21.5% 20.0% 15.0% 34.6%Allscripts Healthcare Solutions, Inc. $1,393.1 $2,302.1 (12.6%) (27.2%) (26.7%) (28.0%) 1.3x 1.2x 7.7x 7.0x NM NM 1.7% 4.2% 16.8% 17.7% 12.4% 18.5%

Amazon.com, Inc. $1,000,342.6 $1,022,856.6 8.7% 16.9% 143.9% 466.6% 3.7x 3.1x 24.5x 20.1x NM NM 19.9% 19.6% 14.9% 15.3% 33.5% 34.8%

American Software, Inc. $477.1 $385.4 0.3% 35.0% 42.3% 80.1% 3.5x 3.3x 27.7x 25.1x NM NM (1.8%) 5.1% 12.7% 13.3% NA 10.9%

ANSYS, Inc. $23,477.5 $22,852.4 6.6% 66.9% 194.2% 240.1% 15.2x 13.7x 34.0x 30.3x NM NM 16.4% 11.1% 44.6% 45.1% 15.0% 61.0%

Arista Networks, Inc. $17,063.0 $14,718.6 9.8% 4.0% 137.6% 253.8% 6.1x 6.2x 15.5x 16.4x NM NM 12.0% (0.7%) 39.3% 37.5% 10.8% 51.3%

Aspen Technology, Inc. $8,080.2 $8,380.4 (1.6%) 23.1% 124.0% 236.6% 13.7x 13.3x 25.9x 25.9x NM NM 13.3% 2.5% 52.8% 51.4% NA 66.0%

Automatic Data Processing $73,998.4 $74,855.6 0.5% 22.6% 69.7% 107.7% 5.2x 4.9x 20.6x 17.9x NM NM 9.1% 6.1% 25.0% 27.2% 12.9% 34.0%

Benefitfocus, Inc. $605.7 $756.5 (15.7%) (66.9%) (38.8%) (23.5%) 2.6x 2.3x NM 29.3x NM NM 14.4% 12.5% 5.2% 7.8% NA 19.6%

Blackbaud, Inc. $3,753.8 $4,349.6 (1.6%) 9.4% 19.4% 79.2% 4.9x 4.6x 24.0x 24.6x 31.4x 35.0x 5.6% 4.6% 20.3% 18.9% NA 25.9%Bottomline Technologies (de) $2,356.6 $2,386.6 0.0% 3.8% 108.4% 116.4% 5.5x 5.0x 24.4x 22.3x NM NM 5.8% 9.6% 22.6% 22.7% 20.0% 28.4%

Box, Inc. $2,248.9 $2,473.6 (10.4%) (28.2%) (12.0%) (20.1%) 3.6x 3.2x NM 24.9x NM NM 14.1% 11.4% 8.3% 12.9% NA 22.4%

Brightcove Inc. $336.0 $329.8 (0.3%) 8.0% 20.3% 20.9% 1.8x 1.6x NM 21.2x NM NM 12.0% 9.5% 4.8% 7.7% NA 16.9%Broadridge Financial Solutions, Inc. $13,660.1 $15,314.5 (3.6%) 18.2% 79.1% 148.3% 3.5x 3.3x 16.5x 14.6x 27.3x 25.3x 1.5% 5.7% 21.2% 22.7% NA 22.7%

Cadence Design Systems $20,233.6 $20,042.4 4.0% 50.1% 177.0% 300.8% 8.6x 8.0x 23.9x 23.0x NM NM 9.1% 7.1% 35.9% 34.9% 10.5% 45.0%

Castlight Health, Inc. $181.3 $145.4 (6.8%) (58.2%) (60.0%) (86.0%) 1.0x 1.1x NM NM NM NM (8.5%) (4.9%) (7.7%) (5.9%) NA (16.2%)

Cerner Corporation $22,561.6 $23,100.8 (2.1%) 30.8% 33.7% 8.3% 4.1x 3.9x 14.0x 12.3x NM NM 6.0% 4.0% 29.0% 31.7% 14.7% 35.0%

ChannelAdvisor Corporation $262.6 $230.9 3.5% (12.9%) (32.4%) (1.3%) 1.8x 1.7x 12.7x 10.8x NM 22.9x (1.3%) 5.0% 14.1% 15.8% 8.0% 12.8%Check Point Software Technologies Ltd. $17,402.5 $15,718.0 3.0% 2.1% 15.7% 48.1% 7.9x 7.7x 15.4x 15.1x NM NM 4.0% 2.8% 51.0% 50.9% 7.9% 55.1%

Cheetah Mobile Inc. $482.0 $161.7 (4.7%) (48.9%) (65.0%) (82.3%) 0.3x 0.3x NA NA NM NM (27.3%) (10.7%) 0.0% 0.0% NA (27.3%)

Trading Analysis

Medium / Low Growth Software

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin2. Medium / Low growth software defined as any company with less than 20% revenue growth.3. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 34

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA3 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

Cisco Systems, Inc. $195,016.8 $186,624.8 (4.1%) (2.8%) 49.6% 74.4% 3.6x 3.6x 9.9x 9.9x NM NM 1.4% (0.3%) 36.4% 36.8% 6.1% 37.8%

Citrix Systems, Inc. $15,785.2 $16,148.7 9.3% 18.2% 32.9% 104.6% 5.4x 5.2x 15.1x 15.4x NM NM 1.0% 3.8% 35.5% 33.6% 7.8% 36.5%

Commvault Systems, Inc. $2,098.0 $1,777.9 0.9% (31.9%) (8.3%) 3.3% 2.6x 2.5x 16.5x 16.7x NM NM (4.3%) 2.5% 15.8% 15.2% 10.0% 11.5%

Constellation Software Inc. $22,290.3 $22,737.8 10.3% 41.9% 136.7% 295.1% 6.5x 5.6x 24.4x 20.8x 39.0x 36.7x 13.8% 16.8% 26.8% 26.9% 15.0% 40.6%

Cornerstone OnDemand, Inc. $3,570.2 $3,568.7 0.4% 2.5% 44.5% 78.5% 6.2x 5.5x 28.0x 21.5x 81.1x 54.1x 6.6% 14.1% 22.2% 25.4% 48.2% 28.8%

CoStar Group, Inc. $23,922.3 $22,670.3 9.1% 67.1% 223.1% 253.9% 16.3x 13.7x NM NM NM NM 16.6% 19.1% 35.9% 32.2% 19.2% 52.5%

Criteo S.A. $986.2 $797.3 (11.2%) (38.2%) (65.9%) (60.5%) 0.8x 0.8x 2.8x 2.8x NM NM (59.1%) 0.6% 30.8% 30.5% NA (28.3%)

Dassault Systèmes SE $45,164.2 $42,771.5 6.9% 43.0% 118.6% 185.3% 9.4x 7.8x 26.9x 22.8x NM NM 14.5% 20.7% 34.9% 34.0% 14.3% 49.5%

Digimarc Corporation $373.8 $335.8 (6.7%) 60.6% 18.6% 15.9% 14.5x 12.3x NA NA NM NM 8.9% 17.8% 0.0% 0.0% NA 8.9%

Dropbox, Inc. $7,068.8 $6,939.0 (5.0%) (31.1%) NA NA 4.2x 3.6x 18.6x 14.9x NM NM 19.1% 14.7% 22.5% 24.5% 22.2% 41.6%

eBay Inc. $27,301.9 $32,728.9 (7.1%) (0.3%) 5.4% (36.7%) 3.0x 3.0x 8.9x 8.7x 14.6x 12.1x 0.4% (0.3%) 34.2% 35.0% 10.0% 34.6%

Ebix, Inc. $1,050.0 $1,741.8 3.1% (39.7%) (38.0%) 50.7% 3.0x 2.4x 9.6x 9.1x 9.5x 10.2x 18.2% 21.1% 30.7% 26.9% 10.0% 48.9%

Envestnet, Inc. $4,138.6 $4,735.6 13.3% 45.4% 108.7% 53.2% 5.2x 4.6x 24.7x 20.1x NM NM 11.2% 14.5% 21.3% 22.8% NA 32.5%

F5 Networks, Inc. $7,425.3 $6,605.3 (12.6%) (24.1%) (8.9%) 9.4% 2.9x 2.7x 8.0x 7.9x NM NM 3.8% 7.5% 36.3% 34.2% 9.6% 40.1%

FireEye, Inc. $3,410.3 $3,503.4 (3.3%) (9.6%) 17.9% (52.7%) 4.0x 3.7x 32.4x 30.6x NM NM 6.0% 7.5% 12.3% 12.1% 22.1% 18.3%

Forescout Technologies, Inc. $1,344.9 $1,299.9 (13.1%) (6.5%) NA NA 3.8x 3.4x NM NM NM NM 14.4% 13.5% (7.8%) (3.3%) NA 6.6%

Fortinet, Inc. $19,730.5 $17,831.8 8.1% 50.7% 246.8% 285.9% 8.3x 7.2x 30.6x 25.5x NM NM 19.0% 15.4% 27.2% 28.3% 17.0% 46.3%

GoDaddy Inc. $11,475.8 $13,181.0 (1.0%) (2.1%) 88.1% NA 4.4x 4.0x 18.9x 15.9x NM NM 12.2% 10.9% 23.4% 25.1% 16.2% 35.6%

Guidewire Software, Inc. $9,290.2 $8,701.6 2.5% 29.8% 115.0% 124.6% 12.6x 10.6x NM NM 79.7x NM (5.6%) 18.6% 20.0% 17.9% 14.0% 14.4%

HMS Holdings Corp. $2,406.8 $2,390.1 (7.7%) (8.9%) 50.4% 38.1% 3.8x 3.3x 13.2x 12.0x NM NM 5.8% 13.7% 28.6% 27.6% 16.3% 34.4%International Business Machines Corporation $127,292.7 $186,726.7 7.2% 6.9% (17.6%) (6.2%) 2.4x 2.4x 10.3x 9.9x NM NM (1.2%) 2.4% 23.6% 23.9% 6.8% 22.4%

Intuit Inc. $72,984.8 $71,504.8 7.0% 29.9% 136.4% 222.9% 10.1x 9.1x 28.4x 25.3x NM NM 14.1% 10.1% 35.4% 36.1% 13.8% 49.4%

IRESS Limited $1,619.9 $1,790.5 7.4% 19.1% 23.9% 35.5% 5.0x 4.8x 19.5x 18.4x 30.8x 34.0x 8.5% 4.2% 25.8% 26.3% NA 34.3%

Iron Mountain Incorporated $9,076.6 $19,417.2 (0.8%) (15.0%) (11.7%) (20.7%) 4.6x 4.5x 13.6x 12.7x NM NM 0.7% 2.3% 33.7% 35.2% 5.4% 34.4%

j2 Global, Inc. $4,671.3 $5,824.6 2.3% 27.5% 14.4% 66.9% 4.3x 4.0x 10.6x 9.9x 15.2x 13.6x 12.7% 6.9% 40.3% 40.6% 13.5% 53.0%

Jack Henry & Associates, Inc. $11,505.1 $11,482.7 2.7% 12.0% 66.6% 143.7% 7.1x 6.7x 21.7x 20.9x NM NM 5.9% 6.2% 32.6% 31.8% 11.5% 38.5%

Trading Analysis

Medium / Low Growth Software (cont.)

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin2. Medium / Low growth software defined as any company with less than 20% revenue growth.3. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 35

Medium / Low Growth Software (cont.)

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA3 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

K12 Inc. $633.0 $470.2 (20.7%) (48.8%) (19.0%) 13.5% 0.5x 0.4x 3.8x 3.4x NM NM 4.7% 5.9% 12.2% 12.6% 14.0% 16.9%

Limelight Networks, Inc. $591.9 $589.1 22.3% 59.9% 127.9% 87.6% 2.9x 2.6x 33.8x 19.4x 46.8x NM 2.3% 14.3% 8.7% 13.3% 15.0% 11.0%

LivePerson, Inc. $2,603.9 $2,593.4 10.8% 74.7% 461.8% 283.3% 8.9x 7.4x NM NM NM NM 16.6% 20.8% (4.7%) 2.3% 25.0% 11.9%

LogMeIn, Inc. $4,176.4 $4,366.5 0.3% (7.6%) (20.5%) 80.8% 3.5x 3.3x 10.6x 11.0x 16.1x 16.8x 4.6% 4.7% 32.7% 30.2% 5.0% 37.3%

Manhattan Associates, Inc. $5,461.0 $5,387.8 7.2% 75.2% 66.7% 91.4% 8.8x 8.3x NM NM 50.2x 52.0x 9.6% 6.0% 24.3% 22.0% NA 33.8%

Micro Focus International plc $4,489.8 $6,523.8 (3.6%) (41.4%) (63.3%) (25.1%) 1.9x 2.0x 4.9x 5.0x NM NM 8.6% (5.4%) 39.7% 41.0% NA 48.3%

MiX Telematics Limited $301.3 $293.2 13.9% (8.9%) 115.8% 192.9% 2.0x 2.0x 6.2x 7.0x 26.5x 18.7x 12.1% (4.0%) 31.4% 29.1% 25.0% 43.5%

MobileIron, Inc. $534.4 $453.6 (1.9%) (1.6%) 9.7% (45.6%) 2.2x 2.1x NM NM NM NM 6.7% 5.0% (0.9%) 3.6% NA 5.8%

Model N, Inc. $1,039.6 $1,023.1 (11.1%) 115.0% 254.4% 191.5% 7.1x 6.5x NM NM NM NM (4.8%) 9.4% 9.4% 9.5% 13.0% 4.6%

MSCI Inc. $24,209.3 $26,090.7 10.7% 67.9% 245.4% 431.0% 16.8x 15.1x 31.0x 26.9x NM NM 8.3% 11.5% 54.2% 55.9% 10.0% 62.5%

NetApp, Inc. $12,187.3 $10,985.3 (14.2%) (16.3%) 39.4% 41.3% 1.9x 1.9x 8.0x 7.7x NM NM (8.5%) 3.1% 24.2% 24.5% 11.3% 15.7%

NetScout Systems, Inc. $1,924.1 $2,109.1 6.8% (0.8%) (22.8%) (28.4%) 2.4x 2.3x NA 11.5x NM NM (2.5%) 4.0% 0.0% 19.8% NA (2.5%)

NextGen Healthcare, Inc. $910.6 $970.4 (13.8%) (21.6%) (7.7%) (14.9%) 1.8x 1.7x 10.7x 10.0x NM NM 1.2% 5.1% 16.8% 17.2% NA 18.0%

NIC Inc. $1,321.3 $1,118.0 (11.7%) 20.3% (18.1%) 20.2% 3.2x 2.9x 13.5x 12.3x NM NM 2.2% 9.7% 23.6% 23.5% NA 25.7%

Nuance Communications $5,376.6 $6,583.6 6.1% 19.2% 19.3% 37.7% 3.8x 4.3x 13.0x 17.9x NM NM (17.0%) (12.8%) 29.0% 24.3% 5.0% 12.0%

Open Text Corporation $12,143.9 $15,269.1 2.1% 26.2% 31.3% 58.8% 5.2x 4.5x 13.8x 12.3x 17.5x 16.1x 2.6% 15.6% 37.9% 36.8% 9.7% 40.6%

Oracle Corporation $168,241.2 $195,341.2 (1.0%) 4.4% 30.8% 25.2% 4.9x 4.8x 10.5x 10.4x NM NM 0.5% 2.1% 47.0% 46.4% 8.8% 47.4%

Pason Systems Inc. $843.8 $719.5 0.7% (36.1%) (30.7%) (26.3%) 3.2x 3.4x 7.1x 7.8x NM NM 1.3% (6.0%) 44.5% 43.3% NA 45.8%

Paychex, Inc. $30,738.8 $31,089.9 0.8% 21.1% 42.3% 89.5% 7.7x 7.3x 18.9x 17.7x NM NM 17.4% 5.7% 40.7% 41.3% 7.8% 58.2%

PayPal Holdings, Inc. $133,593.0 $127,841.0 5.3% 28.3% 186.3% NA 7.2x 6.1x 26.5x 22.7x 47.5x 37.0x 14.9% 17.9% 27.2% 26.8% 19.5% 42.1%

Pegasystems Inc. $6,839.3 $6,799.3 8.2% 53.2% 122.2% 340.5% 7.4x 6.5x NM NM NM NM 3.8% 12.4% 3.0% 3.9% 20.0% 6.7%

Progress Software Corp. $2,035.4 $2,158.5 8.6% 24.6% 61.1% 80.2% 5.1x 4.8x 12.8x 11.9x NM NM 12.6% 5.9% 39.4% 40.2% 10.5% 52.0%

PTC Inc. $9,599.9 $10,683.2 11.0% (2.0%) 58.1% 148.8% 8.1x 7.0x 27.0x 21.8x NM NM 3.6% 15.8% 30.1% 32.2% 27.9% 33.7%

Qualys, Inc. $3,323.5 $3,063.7 2.8% (0.9%) 138.8% 125.5% 9.5x 8.4x 22.1x 19.7x NM NM 15.3% 14.1% 43.1% 42.5% NA 58.4%

Radware Ltd. $1,194.9 $992.6 (1.2%) 5.2% 73.5% 32.4% 3.9x 3.6x 22.6x 20.7x NM NM 7.6% 9.2% 17.4% 17.4% 17.0% 25.1%

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin2. Medium / Low growth software defined as any company with less than 20% revenue growth.3. EV/EBITDA Multiple >35x is denoted as “NM”.

Trading Analysis

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 36

Medium / Low Growth Software (cont.)

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA3 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

RealPage, Inc. $5,399.7 $5,866.9 8.6% 4.6% 90.7% 224.0% 6.0x 5.1x 20.8x 18.7x 39.2x 33.4x 13.3% 16.8% 28.6% 27.2% NA 41.9%

RELX PLC $51,187.3 $60,136.5 5.0% 19.7% 45.7% 52.7% 5.7x 5.5x 15.8x 15.2x NM NM 10.1% 3.2% 36.1% 36.5% NA 46.2%

Roper Technologies, Inc. $39,714.8 $44,280.4 7.7% 34.7% 98.9% 147.3% 8.2x 7.7x 23.2x 21.7x 32.6x 29.4x 3.5% 7.3% 35.6% 35.5% 12.3% 39.1%

SAP SE $155,915.6 $167,736.0 (2.1%) 30.5% 39.2% 103.6% 5.4x 5.1x 15.1x 13.7x NM NM 9.6% 6.2% 35.9% 37.1% 13.3% 45.5%

ShotSpotter, Inc. $313.8 $288.4 7.6% (43.0%) NA NA 7.1x 5.9x 33.2x 23.8x NM NM 16.1% 20.7% 21.5% 24.9% NA 37.6%

SolarWinds Corporation $5,809.0 $7,503.9 2.0% 7.8% NA NA 8.0x 7.1x 16.6x 15.6x 33.3x 22.8x 13.0% 11.6% 48.0% 45.8% 20.1% 60.9%

Sophos Group plc $3,624.9 $3,773.1 (0.1%) 65.3% 103.3% NA 5.5x 4.6x NM 26.3x 64.5x 54.5x (1.4%) 18.2% 14.7% 17.5% 99.7% 13.4%

SPS Commerce, Inc. $1,979.9 $1,798.2 2.5% 28.2% 64.7% 91.7% 6.4x 5.9x 26.0x 21.9x 61.2x 46.4x 12.4% 10.0% 24.8% 26.8% 20.0% 37.2%

Square, Inc. $32,092.9 $31,987.9 19.4% 4.7% 410.9% NA 14.4x 11.3x NM NM NM 95.6x (32.5%) 27.6% 18.7% 18.7% 43.6% (13.8%)Symphony Communication Public Company Limited $36.9 $66.0 (11.3%) (46.6%) (69.6%) (80.7%) NA NA NA NA NM NM NA NA NA NA NA NA

Synchronoss Technologies $227.3 $483.3 15.1% (23.8%) (85.8%) (87.1%) 1.6x 1.4x 18.6x 16.7x NM NM (4.9%) 10.6% 8.4% 8.4% NA 3.4%

Synopsys, Inc. $22,205.4 $21,620.4 6.0% 58.0% 134.6% 243.1% 6.4x 5.8x 23.7x 19.0x NM NM 6.0% 11.6% 27.2% 30.3% 14.3% 33.2%

GlobalData Plc $2,023.3 $2,146.9 0.8% 120.3% 145.3% 542.0% 9.2x 8.7x NM 34.3x 66.0x 55.5x 16.7% 4.9% 24.0% 25.5% NA 40.7%The Descartes Systems Group Inc $3,775.4 $3,769.5 6.9% 45.3% 108.8% 205.7% 11.6x 10.5x 30.8x 27.3x 39.9x 33.1x 18.4% 10.5% 37.6% 38.3% 18.0% 56.0%

The Sage Group plc $10,629.9 $11,149.7 (1.4%) 18.0% 20.5% 53.8% 4.3x 4.3x 17.3x 16.8x NM NM 8.1% 0.5% 24.9% 25.6% 3.7% 33.0%

Thomson Reuters Corp. $40,019.3 $42,395.7 12.2% 53.5% 62.7% 89.9% 7.2x 6.8x 28.3x 21.8x NM NM 7.6% 5.0% 25.3% 31.3% 28.0% 32.8%

Tyler Technologies, Inc. $12,619.1 $12,449.3 7.9% 71.1% 121.7% 205.1% 11.4x 10.3x NM NM 67.4x 61.0x 16.8% 10.8% 27.7% 28.6% 16.3% 44.4%

Varonis Systems, Inc. $2,550.3 $2,484.9 7.7% 41.6% 179.8% 153.7% 9.8x 8.7x NM NM NM NM (6.1%) 12.9% (8.7%) (2.9%) NA (14.8%)

Verint Systems Inc. $3,875.8 $4,388.3 4.8% 19.9% 55.3% 8.7% 3.2x 3.0x 13.3x 11.9x 18.3x 15.9x 10.8% 7.2% 24.1% 25.3% 14.0% 35.0%

VeriSign, Inc. $24,437.5 $25,004.8 8.0% 23.0% 159.5% 282.0% 20.3x 19.4x 28.0x 26.6x NM NM 1.5% 4.8% 72.4% 72.7% NA 73.9%

Verisk Analytics, Inc. $26,623.9 $29,253.7 8.8% 38.4% 96.6% 152.5% 11.3x 10.3x 24.2x 21.9x NM NM 8.6% 9.3% 46.6% 47.0% 12.3% 55.2%

VMware, Inc. $60,691.3 $64,307.3 (2.5%) (2.0%) 69.1% 92.0% 6.4x 5.7x 16.4x 15.6x NM NM 12.7% 12.3% 38.7% 36.4% 13.8% 51.5%

Walmart Inc. $324,828.2 $399,487.2 (3.7%) 19.5% 71.5% 34.7% 0.8x 0.7x 12.2x 11.8x NM NM 1.4% 3.3% 6.3% 6.3% 5.1% 7.7%Medium/Low Growth Median $5,388.1 $6,195.3 2.3% 17.4% 56.7% 79.2% 5.1x 4.6x 18.0x 17.4x 33.3x 32.9x 7.6% 7.5% 25.3% 26.7% 13.8% 32.9%

Trading Analysis

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin2. Medium / Low growth software defined as any company with less than 20% revenue growth.3. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 37

Trading Analysis

Horizontal Software

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA2 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

Adobe Inc. $169,295.5 $169,257.0 6.5% 41.7% 209.7% 400.7% 15.2x 12.8x 33.6x 27.6x 51.9x 44.8x 23.5% 18.1% 45.2% 46.5% 16.5% 68.7%

American Software, Inc. $477.1 $385.4 0.3% 35.0% 42.3% 80.1% 3.5x 3.3x 27.7x 25.1x NM NM (1.8%) 5.1% 12.7% 13.3% NA 10.9%

ANSYS, Inc. $23,477.5 $22,852.4 6.6% 66.9% 194.2% 240.1% 15.2x 13.7x 34.0x 30.3x NM NM 16.4% 11.1% 44.6% 45.1% 15.0% 61.0%

Aspen Technology, Inc. $8,080.2 $8,380.4 (1.6%) 23.1% 124.0% 236.6% 13.7x 13.3x 25.9x 25.9x NM NM 13.3% 2.5% 52.8% 51.4% NA 66.0%

Atlassian Corporation Plc $36,077.8 $35,297.6 22.2% 49.4% 432.0% NA 25.3x 19.7x NM NM NM NM 45.1% 28.4% 26.1% 24.0% 26.7% 71.2%

Automatic Data Processing $73,998.4 $74,855.6 0.5% 22.6% 69.7% 107.7% 5.2x 4.9x 20.6x 17.9x NM NM 9.1% 6.1% 25.0% 27.2% 12.9% 34.0%

Avalara, Inc. $6,550.8 $6,103.9 16.2% 113.5% NA NA 16.3x 13.0x NM NM NM NM 37.8% 25.2% 0.6% 1.1% NA 38.3%

Benefitfocus, Inc. $605.7 $756.5 (15.7%) (66.9%) (38.8%) (23.5%) 2.6x 2.3x NM 29.3x NM NM 14.4% 12.5% 5.2% 7.8% NA 19.6%

Cadence Design Systems $20,233.6 $20,042.4 4.0% 50.1% 177.0% 300.8% 8.6x 8.0x 23.9x 23.0x NM NM 9.1% 7.1% 35.9% 34.9% 10.5% 45.0%

ChannelAdvisor Corporation $262.6 $230.9 3.5% (12.9%) (32.4%) (1.3%) 1.8x 1.7x 12.7x 10.8x NM 22.9x (1.3%) 5.0% 14.1% 15.8% 8.0% 12.8%

Constellation Software Inc. $22,290.3 $22,737.8 10.3% 41.9% 136.7% 295.1% 6.5x 5.6x 24.4x 20.8x 39.0x 36.7x 13.8% 16.8% 26.8% 26.9% 15.0% 40.6%

Coupa Software Incorporated $10,281.1 $10,209.4 10.2% 85.3% 520.0% NA 26.8x 20.9x NM NM NM NM 46.3% 28.1% 12.9% 15.3% 32.5% 59.2%

Criteo S.A. $986.2 $797.3 (11.2%) (38.2%) (65.9%) (60.5%) 0.8x 0.8x 2.8x 2.8x NM NM (59.1%) 0.6% 30.8% 30.5% NA (28.3%)

Dassault Systèmes SE $45,164.2 $42,771.5 6.9% 43.0% 118.6% 185.3% 9.4x 7.8x 26.9x 22.8x NM NM 14.5% 20.7% 34.9% 34.0% 14.3% 49.5%

DocuSign, Inc. $14,089.0 $14,062.9 5.9% 58.8% NA NA 14.6x 11.6x NM NM NM NM 37.7% 25.9% 8.3% 10.0% 58.7% 46.0%

eBay Inc. $27,301.9 $32,728.9 (7.1%) (0.3%) 5.4% (36.7%) 3.0x 3.0x 8.9x 8.7x 14.6x 12.1x 0.4% (0.3%) 34.2% 35.0% 10.0% 34.6%

Five9, Inc. $4,381.2 $4,282.0 9.4% 40.3% 364.0% 1725.2% 13.3x 11.5x NM NM NM 92.6x 25.2% 15.5% 17.9% 18.1% 16.9% 43.0%

GoDaddy Inc. $11,475.8 $13,181.0 (1.0%) (2.1%) 88.1% NA 4.4x 4.0x 18.9x 15.9x NM NM 12.2% 10.9% 23.4% 25.1% 16.2% 35.6%

HubSpot, Inc. $7,748.1 $7,375.9 14.2% 14.3% 252.7% 437.7% 11.0x 8.9x NM NM NM NM 30.5% 23.8% 12.6% 12.4% 37.5% 43.1%International Business Machines Corporation $127,292.7 $186,726.7 7.2% 6.9% (17.6%) (6.2%) 2.4x 2.4x 10.3x 9.9x NM NM (1.2%) 2.4% 23.6% 23.9% 6.8% 22.4%

Intuit Inc. $72,984.8 $71,504.8 7.0% 29.9% 136.4% 222.9% 10.1x 9.1x 28.4x 25.3x NM NM 14.1% 10.1% 35.4% 36.1% 13.8% 49.4%

Kinaxis Inc. $2,193.7 $2,001.7 9.9% 40.6% 67.3% 478.3% 10.5x 9.5x NM NM NM NM 26.0% 11.0% 28.7% 25.9% 18.5% 54.7%

Limelight Networks, Inc. $591.9 $589.1 22.3% 59.9% 127.9% 87.6% 2.9x 2.6x 33.8x 19.4x 46.8x NM 2.3% 14.3% 8.7% 13.3% 15.0% 11.0%

LivePerson, Inc. $2,603.9 $2,593.4 10.8% 74.7% 461.8% 283.3% 8.9x 7.4x NM NM NM NM 16.6% 20.8% (4.7%) 2.3% 25.0% 11.9%

LiveRamp Holdings, Inc. $2,724.1 $1,969.3 (16.3%) (7.4%) 54.2% 121.1% 5.6x 4.3x NM NM NM NM 32.0% 30.3% (17.0%) (0.3%) 25.0% 15.0%

Manhattan Associates, Inc. $5,461.0 $5,387.8 7.2% 75.2% 66.7% 91.4% 8.8x 8.3x NM NM 50.2x 52.0x 9.6% 6.0% 24.3% 22.0% NA 33.8%

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin.2. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 38

Trading Analysis

Horizontal Software (cont.)

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA2 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

Nuance Communications $5,376.6 $6,583.6 6.1% 19.2% 19.3% 37.7% 3.8x 4.3x 13.0x 17.9x NM NM (17.0%) (12.8%) 29.0% 24.3% 5.0% 12.0%

Open Text Corporation $12,143.9 $15,269.1 2.1% 26.2% 31.3% 58.8% 5.2x 4.5x 13.8x 12.3x 17.5x 16.1x 2.6% 15.6% 37.9% 36.8% 9.7% 40.6%

Oracle Corporation $168,241.2 $195,341.2 (1.0%) 4.4% 30.8% 25.2% 4.9x 4.8x 10.5x 10.4x NM NM 0.5% 2.1% 47.0% 46.4% 8.8% 47.4%

Paychex, Inc. $30,738.8 $31,089.9 0.8% 21.1% 42.3% 89.5% 7.7x 7.3x 18.9x 17.7x NM NM 17.4% 5.7% 40.7% 41.3% 7.8% 58.2%

Paycom Software, Inc. $18,344.3 $18,296.0 20.2% 114.6% 588.1% 1115.7% 24.9x 20.2x NM NM NM NM 29.7% 23.5% 42.4% 42.5% 30.6% 72.1%

Paylocity Holding Corporation $7,592.9 $7,547.4 17.4% 99.8% 359.8% 502.2% 14.6x 12.2x NM NM NM 89.0x 27.9% 19.5% 28.3% 28.8% 20.0% 56.2%

PayPal Holdings, Inc. $133,593.0 $127,841.0 5.3% 28.3% 186.3% NA 7.2x 6.1x 26.5x 22.7x 47.5x 37.0x 14.9% 17.9% 27.2% 26.8% 19.5% 42.1%

PROS Holdings, Inc. $2,660.3 $2,523.1 0.1% 73.4% 168.1% 147.0% 10.2x 8.6x NM NM NM NM 26.1% 17.8% (4.3%) (1.3%) NA 21.8%

PTC Inc. $9,599.9 $10,683.2 11.0% (2.0%) 58.1% 148.8% 8.1x 7.0x 27.0x 21.8x NM NM 3.6% 15.8% 30.1% 32.2% 27.9% 33.7%

Roper Technologies, Inc. $39,714.8 $44,280.4 7.7% 34.7% 98.9% 147.3% 8.2x 7.7x 23.2x 21.7x 32.6x 29.4x 3.5% 7.3% 35.6% 35.5% 12.3% 39.1%

salesforce.com, Inc. $161,709.0 $161,673.0 12.1% 20.0% 130.5% 223.0% 9.5x 7.7x 33.0x 27.2x 69.8x 62.9x 28.0% 23.1% 28.8% 28.4% 25.6% 56.9%

SAP SE $155,915.6 $167,736.0 (2.1%) 30.5% 39.2% 103.6% 5.4x 5.1x 15.1x 13.7x NM NM 9.6% 6.2% 35.9% 37.1% 13.3% 45.5%

Shopify Inc. $54,366.2 $51,810.0 17.1% 176.4% 816.3% NA 33.3x 24.3x NM NM NM NM 45.0% 36.9% 4.3% 4.9% 40.4% 49.3%

ShotSpotter, Inc. $313.8 $288.4 7.6% (43.0%) NA NA 7.1x 5.9x 33.2x 23.8x NM NM 16.1% 20.7% 21.5% 24.9% NA 37.6%

Splunk Inc. $24,215.8 $24,385.9 3.7% 24.4% 168.3% 200.6% 10.4x 8.5x NM NM NM 83.3x 30.4% 22.6% 16.6% 18.6% 37.3% 47.0%

Square, Inc. $32,092.9 $31,987.9 19.4% 4.7% 410.9% NA 14.4x 11.3x NM NM NM 95.6x (32.5%) 27.6% 18.7% 18.7% 43.6% (13.8%)

StoneCo Ltd. $12,048.8 $12,578.3 8.9% 96.4% NA NA 20.0x 15.2x NM 25.1x NM 63.4x 234.2% 31.5% 56.5% 60.6% 53.0% 290.7%

Synchronoss Technologies $227.3 $483.3 15.1% (23.8%) (85.8%) (87.1%) 1.6x 1.4x 18.6x 16.7x NM NM (4.9%) 10.6% 8.4% 8.4% NA 3.4%

Synopsys, Inc. $22,205.4 $21,620.4 6.0% 58.0% 134.6% 243.1% 6.4x 5.8x 23.7x 19.0x NM NM 6.0% 11.6% 27.2% 30.3% 14.3% 33.2%

Talend S.A. $1,136.5 $1,119.0 (5.7%) (0.8%) 63.9% NA 4.5x 3.8x NM NM NM NM 21.1% 20.0% (6.5%) (1.7%) NA 14.6%

Tenable Holdings, Inc. $2,675.6 $2,420.7 13.7% (1.6%) NA NA 6.9x 5.6x NM NM NM NM 31.6% 23.8% (10.8%) (8.2%) NA 20.8%The Descartes Systems Group Inc $3,775.4 $3,769.5 6.9% 45.3% 108.8% 205.7% 11.6x 10.5x 30.8x 27.3x 39.9x 33.1x 18.4% 10.5% 37.6% 38.3% 18.0% 56.0%

The Sage Group plc $10,629.9 $11,149.7 (1.4%) 18.0% 20.5% 53.8% 4.3x 4.3x 17.3x 16.8x NM NM 8.1% 0.5% 24.9% 25.6% 3.7% 33.0%

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin.2. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 39

Trading Analysis

Horizontal Software (cont.)

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA2 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

The Trade Desk, Inc. $12,149.3 $12,036.3 3.6% 88.7% 807.6% NA 18.3x 14.0x NM NM NM NM 38.0% 30.6% 31.8% 31.2% 32.7% 69.8%

Verint Systems Inc. $3,875.8 $4,388.3 4.8% 19.9% 55.3% 8.7% 3.2x 3.0x 13.3x 11.9x 18.3x 15.9x 10.8% 7.2% 24.1% 25.3% 14.0% 35.0%

Verisk Analytics, Inc. $26,623.9 $29,253.7 8.8% 38.4% 96.6% 152.5% 11.3x 10.3x 24.2x 21.9x NM NM 8.6% 9.3% 46.6% 47.0% 12.3% 55.2%

Walmart Inc. $324,828.2 $399,487.2 (3.7%) 19.5% 71.5% 34.7% 0.8x 0.7x 12.2x 11.8x NM NM 1.4% 3.3% 6.3% 6.3% 5.1% 7.7%

Wix.com Ltd. $7,298.9 $6,933.2 16.6% 30.5% 171.5% 621.4% 9.1x 7.3x NM NM NM NM 26.2% 25.2% 15.0% 16.9% 20.2% 41.2%

Workday, Inc. $42,464.9 $41,912.7 12.3% 1.7% 122.2% 132.4% 11.6x 9.6x NM NM NM NM 28.1% 20.4% 20.7% 21.4% 31.4% 48.9%

Workiva Inc. $2,113.5 $1,946.8 8.2% 8.6% 261.0% 270.4% 6.6x 5.7x NM NM NM NM 20.0% 16.5% (3.3%) (3.3%) NA 16.8%

Yext, Inc. $1,715.3 $1,589.0 3.6% (4.2%) NA NA 5.3x 4.2x NM NM NM NM 30.4% 27.9% (16.6%) (9.7%) NA 13.9%

Zendesk, Inc. $9,691.9 $9,843.5 12.7% 27.9% 261.1% 257.2% 12.1x 9.3x NM NM NM NM 36.0% 30.1% 7.6% 9.9% 44.0% 43.6%

Horizontal Software Median $11,052.8 $11,593.0 6.9% 28.1% 120.4% 148.0% 8.4x 7.3x 23.4x 20.1x 39.9x 40.9x 15.5% 15.7% 24.6% 25.0% 16.5% 40.1%

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin.2. EV/EBITDA Multiple >35x is denoted as “NM”.

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Trading Analysis

Vertical Software

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA2 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

2U, Inc. $1,257.5 $1,415.6 (17.4%) (65.2%) (41.8%) 11.4% 2.5x 1.9x NM NM NM NM 39.1% 27.2% (4.4%) (1.3%) NA 34.7%

Agilysys, Inc. $755.3 $727.5 27.9% 83.6% 234.0% 213.1% 4.7x 4.1x NM NM NM NM 14.7% 13.1% 7.5% 8.1% NA 22.2%

Alarm.com Holdings, Inc. $2,133.8 $2,075.4 2.2% (30.2%) 62.2% NA 4.4x 3.8x 20.3x 19.1x NM NM 13.1% 14.4% 21.5% 20.0% 15.0% 34.6%Allscripts Healthcare Solutions, Inc. $1,393.1 $2,302.1 (12.6%) (27.2%) (26.7%) (28.0%) 1.3x 1.2x 7.7x 7.0x NM NM 1.7% 4.2% 16.8% 17.7% 12.4% 18.5%

Autodesk, Inc. $43,313.5 $44,332.5 7.3% 33.7% 142.0% 264.5% 13.6x 11.1x NM 33.9x NM 70.9x 34.0% 21.8% 26.8% 32.9% 51.9% 60.9%

Blackbaud, Inc. $3,753.8 $4,349.6 (1.6%) 9.4% 19.4% 79.2% 4.9x 4.6x 24.0x 24.6x 31.4x 35.0x 5.6% 4.6% 20.3% 18.9% NA 25.9%

BlackLine, Inc. $3,403.5 $3,206.7 18.6% 28.6% 125.1% NA 11.2x 9.3x NM NM NM NM 25.8% 21.0% 9.3% 10.6% 50.0% 35.1%

Bottomline Technologies $2,356.6 $2,386.6 0.0% 3.8% 108.4% 116.4% 5.5x 5.0x 24.4x 22.3x NM NM 5.8% 9.6% 22.6% 22.7% 20.0% 28.4%Broadridge Financial Solutions, Inc. $13,660.1 $15,314.5 (3.6%) 18.2% 79.1% 148.3% 3.5x 3.3x 16.5x 14.6x 27.3x 25.3x 1.5% 5.7% 21.2% 22.7% NA 22.7%

Castlight Health, Inc. $181.3 $145.4 (6.8%) (58.2%) (60.0%) (86.0%) 1.0x 1.1x NM NM NM NM (8.5%) (4.9%) (7.7%) (5.9%) NA (16.2%)

CDK Global, Inc. $6,516.7 $9,206.1 (1.8%) 9.8% (14.2%) 18.9% 4.4x 4.5x 11.6x 11.2x NM NM 21.7% (0.8%) 38.2% 39.8% 10.0% 60.0%

Cerner Corporation $22,561.6 $23,100.8 (2.1%) 30.8% 33.7% 8.3% 4.1x 3.9x 14.0x 12.3x NM NM 6.0% 4.0% 29.0% 31.7% 14.7% 35.0%

Chegg, Inc. $4,988.1 $5,099.7 8.8% 17.1% 473.4% 521.9% 12.5x 9.8x NM 31.2x 82.3x 48.5x 27.2% 27.4% 30.0% 31.4% NA 57.2%

Cornerstone OnDemand, Inc. $3,570.2 $3,568.7 0.4% 2.5% 44.5% 78.5% 6.2x 5.5x 28.0x 21.5x 81.1x 54.1x 6.6% 14.1% 22.2% 25.4% 48.2% 28.8%

CoStar Group, Inc. $23,922.3 $22,670.3 9.1% 67.1% 223.1% 253.9% 16.3x 13.7x NM NM NM NM 16.6% 19.1% 35.9% 32.2% 19.2% 52.5%

Ebix, Inc. $1,050.0 $1,741.8 3.1% (39.7%) (38.0%) 50.7% 3.0x 2.4x 9.6x 9.1x 9.5x 10.2x 18.2% 21.1% 30.7% 26.9% 10.0% NM

Envestnet, Inc. $4,138.6 $4,735.6 13.3% 45.4% 108.7% 53.2% 5.2x 4.6x 24.7x 20.1x NM NM 11.2% 14.5% 21.3% 22.8% NA 32.5%

Everbridge, Inc. $3,062.8 $2,982.0 16.1% 46.5% 390.7% NA 14.9x 11.6x NM NM NM NM 36.0% 28.8% 2.8% 5.4% NA 38.7%

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin.2. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 41

Trading Analysis

Vertical Software (cont.)

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA2 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

Fidelity National Information Services, Inc. $88,293.5 $107,752.5 3.3% 37.4% 80.9% 130.1% 10.4x 7.9x 25.6x 17.7x NM NM 22.6% 31.3% 40.8% 44.8% 7.3% 63.4%

Fiserv, Inc. $80,642.3 $104,011.3 2.6% 43.0% 120.8% 227.1% 6.7x 6.3x 19.8x 16.9x NM NM 167.0% 6.3% 33.8% 37.2% 15.5% 200.8%

Guidewire Software, Inc. $9,290.2 $8,701.6 2.5% 29.8% 115.0% 124.6% 12.6x 10.6x NM NM 79.7x NM (5.6%) 18.6% 20.0% 17.9% 14.0% 14.4%

GTY Technology Holdings $326.8 $317.9 6.3% (38.8%) (36.1%) NA 7.8x 5.3x NA NA NM NM NA 49.2% 0.0% 0.0% NA NA

HMS Holdings Corp. $2,406.8 $2,390.1 (7.7%) (8.9%) 50.4% 38.1% 3.8x 3.3x 13.2x 12.0x NM NM 5.8% 13.7% 28.6% 27.6% 16.3% 34.4%

Inovalon Holdings, Inc. $3,139.9 $4,067.6 7.7% 41.8% 75.4% NA 6.3x 5.8x 19.1x 17.2x NM NM 21.5% 10.2% 33.2% 33.4% 14.0% 54.6%

IRESS Limited $1,619.9 $1,790.5 7.4% 19.1% 23.9% 35.5% 5.0x 4.8x 19.5x 18.4x 30.8x 34.0x 8.5% 4.2% 25.8% 26.3% NA 34.3%

Jack Henry & Associates, Inc. $11,505.1 $11,482.7 2.7% 12.0% 66.6% 143.7% 7.1x 6.7x 21.7x 20.9x NM NM 5.9% 6.2% 32.6% 31.8% 11.5% 38.5%

K12 Inc. $633.0 $470.2 (20.7%) (48.8%) (19.0%) 13.5% 0.5x 0.4x 3.8x 3.4x NM NM 4.7% 5.9% 12.2% 12.6% 14.0% 16.9%

MiX Telematics Limited $301.3 $293.2 13.9% (8.9%) 115.8% 192.9% 2.0x 2.0x 6.2x 7.0x 26.5x 18.7x 12.1% (4.0%) 31.4% 29.1% 25.0% 43.5%

Model N, Inc. $1,039.6 $1,023.1 (11.1%) 115.0% 254.4% 191.5% 7.1x 6.5x NM NM NM NM (4.8%) 9.4% 9.4% 9.5% 13.0% 4.6%

MSCI Inc. $24,209.3 $26,090.7 10.7% 67.9% 245.4% 431.0% 16.8x 15.1x 31.0x 26.9x NM NM 8.3% 11.5% 54.2% 55.9% 10.0% 62.5%

NextGen Healthcare, Inc. $910.6 $970.4 (13.8%) (21.6%) (7.7%) (14.9%) 1.8x 1.7x 10.7x 10.0x NM NM 1.2% 5.1% 16.8% 17.2% NA 18.0%

NIC Inc. $1,321.3 $1,118.0 (11.7%) 20.3% (18.1%) 20.2% 3.2x 2.9x 13.5x 12.3x NM NM 2.2% 9.7% 23.6% 23.5% NA 25.7%

Pason Systems Inc. $843.8 $719.5 0.7% (36.1%) (30.7%) (26.3%) 3.2x 3.4x 7.1x 7.8x NM NM 1.3% (6.0%) 44.5% 43.3% NA 45.8%

Pluralsight, Inc. $1,973.7 $2,094.8 12.7% (35.3%) NA NA 6.6x 5.3x NM NM NM NM 35.9% 25.4% (15.2%) (15.0%) NA 20.7%

Q2 Holdings, Inc. $4,198.7 $4,019.3 7.5% 46.7% 174.6% 387.6% 12.7x 9.7x NM NM NM NM 31.7% 30.3% 5.6% 4.8% 20.0% 37.3%

RealPage, Inc. $5,399.7 $5,866.9 8.6% 4.6% 90.7% 224.0% 6.0x 5.1x 20.8x 18.7x 39.2x 33.4x 13.3% 16.8% 28.6% 27.2% NA 41.9%

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin.2. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 42

Trading Analysis

Vertical Software (cont.)

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA2 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

RELX PLC $51,187.3 $60,136.5 5.0% 19.7% 45.7% 52.7% 5.7x 5.5x 15.8x 15.2x NM NM 10.1% 3.2% 36.1% 36.5% NA 46.2%

SPS Commerce, Inc. $1,979.9 $1,798.2 2.5% 28.2% 64.7% 91.7% 6.4x 5.9x 26.0x 21.9x 61.2x 46.4x 12.4% 10.0% 24.8% 26.8% 20.0% 37.2%SS&C Technologies Holdings, Inc. $15,923.3 $23,801.6 2.6% 22.4% 96.1% 127.8% 5.1x 5.0x 13.2x 12.5x NM NM 35.1% 3.3% 38.9% 39.9% 17.1% 74.0%

Thomson Reuters Corporation $40,019.3 $42,395.7 12.2% 53.5% 62.7% 89.9% 7.2x 6.8x 28.3x 21.8x NM NM 7.6% 5.0% 25.3% 31.3% 28.0% 32.8%

Tyler Technologies, Inc. $12,619.1 $12,449.3 7.9% 71.1% 121.7% 205.1% 11.4x 10.3x NM NM 67.4x 61.0x 16.8% 10.8% 27.7% 28.6% 16.3% 44.4%

Veeva Systems Inc. $21,784.3 $20,316.6 4.2% 34.4% 246.4% 409.8% 18.6x 14.6x NM NM 92.8x 67.4x 26.5% 27.3% 39.4% 36.8% 20.9% 65.9%

WiseTech Global Limited $5,336.6 $5,162.4 7.1% 23.1% 421.5% NA 17.9x 14.7x NM NM NM NM 43.9% 21.4% 32.1% 33.6% 36.8% 76.0%

Vertical Software Median $3,570.2 $4,019.3 3.1% 19.7% 77.3% 104.0% 6.0x 5.3x 19.1x 17.2x 50.2x 40.7x 12.1% 11.8% 25.3% 26.8% 16.3% 37.4%

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin.2. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 43

Trading Analysis

Infrastructure

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA2 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

8x8, Inc. $1,866.2 $1,977.6 1.7% 5.7% 17.5% 141.5% 4.8x 3.9x NM NM NM NM 22.4% 22.8% (11.1%) (3.7%) 16.0% 11.3%

Akamai Technologies, Inc. $15,085.5 $15,722.4 8.1% 43.4% 36.1% 60.5% 5.5x 5.1x 13.0x 12.0x 26.3x 21.2x 6.1% 6.8% 41.9% 42.7% 13.0% 48.0%

Alteryx, Inc. $9,076.2 $8,928.7 39.4% 96.0% NA NA 22.8x 17.1x NM NM NM NM 54.6% 32.8% 14.4% 16.2% NA 68.9%

Amazon.com, Inc. $1,000,342.6 $1,022,856.6 8.7% 16.9% 143.9% 466.6% 3.7x 3.1x 24.5x 20.1x NM NM 19.9% 19.6% 14.9% 15.3% 33.5% 34.8%

Anaplan, Inc. $7,694.7 $7,438.4 9.9% 83.5% NA NA 21.4x 16.2x NM NM NM NM 44.2% 32.7% (12.6%) (8.4%) NA 31.6%

Arista Networks, Inc. $17,063.0 $14,718.6 9.8% 4.0% 137.6% 253.8% 6.1x 6.2x 15.5x 16.4x NM NM 12.0% (0.7%) 39.3% 37.5% 10.8% 51.3%

Box, Inc. $2,248.9 $2,473.6 (10.4%) (28.2%) (12.0%) (20.1%) 3.6x 3.2x NM 24.9x NM NM 14.1% 11.4% 8.3% 12.9% NA 22.4%

Brightcove Inc. $336.0 $329.8 (0.3%) 8.0% 20.3% 20.9% 1.8x 1.6x NM 21.2x NM NM 12.0% 9.5% 4.8% 7.7% NA 16.9%Check Point Software Technologies Ltd. $17,402.5 $15,718.0 3.0% 2.1% 15.7% 48.1% 7.9x 7.7x 15.4x 15.1x NM NM 4.0% 2.8% 51.0% 50.9% 7.9% 55.1%

Cheetah Mobile Inc. $482.0 $161.7 (4.7%) (48.9%) (65.0%) (82.3%) 0.3x 0.3x NA NA NM NM (27.3%) (10.7%) 0.0% 0.0% NA (27.3%)

Cisco Systems, Inc. $195,016.8 $186,624.8 (4.1%) (2.8%) 49.6% 74.4% 3.6x 3.6x 9.9x 9.9x NM NM 1.4% (0.3%) 36.4% 36.8% 6.1% 37.8%

Citrix Systems, Inc. $15,785.2 $16,148.7 9.3% 18.2% 32.9% 104.6% 5.4x 5.2x 15.1x 15.4x NM NM 1.0% 3.8% 35.5% 33.6% 7.8% 36.5%

Commvault Systems, Inc. $2,098.0 $1,777.9 0.9% (31.9%) (8.3%) 3.3% 2.6x 2.5x 16.5x 16.7x NM NM (4.3%) 2.5% 15.8% 15.2% 10.0% 11.5%

CyberArk Software Ltd. $5,236.0 $4,729.4 18.6% 57.5% 160.5% 308.1% 11.0x 9.3x NM 32.6x NM NM 25.5% 18.6% 30.1% 28.4% 17.0% 55.5%

Digimarc Corporation $373.8 $335.8 (6.7%) 60.6% 18.6% 15.9% 14.5x 12.3x NA NA NM NM 8.9% 17.8% 0.0% 0.0% NA 8.9%

Dropbox, Inc. $7,068.8 $6,939.0 (5.0%) (31.1%) NA NA 4.2x 3.6x 18.6x 14.9x NM NM 19.1% 14.7% 22.5% 24.5% 22.2% 41.6%

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin.2. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 44

Trading Analysis

Infrastructure (cont.)

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA2 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

F5 Networks, Inc. $7,425.3 $6,605.3 (12.6%) (24.1%) (8.9%) 9.4% 2.9x 2.7x 8.0x 7.9x NM NM 3.8% 7.5% 36.3% 34.2% 9.6% 40.1%

FireEye, Inc. $3,410.3 $3,503.4 (3.3%) (9.6%) 17.9% (52.7%) 4.0x 3.7x 32.4x 30.6x NM NM 6.0% 7.5% 12.3% 12.1% 22.1% 18.3%

Forescout Technologies, Inc. $1,344.9 $1,299.9 (13.1%) (6.5%) NA NA 3.8x 3.4x NM NM NM NM 14.4% 13.5% (7.8%) (3.3%) NA 6.6%

Fortinet, Inc. $19,730.5 $17,831.8 8.1% 50.7% 246.8% 285.9% 8.3x 7.2x 30.6x 25.5x NM NM 19.0% 15.4% 27.2% 28.3% 17.0% 46.3%

Iron Mountain Incorporated $9,076.6 $19,417.2 (0.8%) (15.0%) (11.7%) (20.7%) 4.6x 4.5x 13.6x 12.6x NM NM 62.3% 2.3% 33.7% 35.3% 4.4% 95.9%

j2 Global, Inc. $4,671.3 $5,824.6 2.3% 27.5% 14.4% 66.9% 4.3x 4.0x 10.6x 9.9x 15.2x 13.6x 12.7% 6.9% 40.3% 40.6% 13.5% 53.0%

LogMeIn, Inc. $4,176.4 $4,366.5 0.3% (7.6%) (20.5%) 80.8% 3.5x 3.3x 10.6x 11.0x 16.1x 16.8x 4.6% 4.7% 32.7% 30.2% 5.0% 37.3%

Micro Focus International plc $4,489.8 $6,523.8 (3.6%) (41.4%) (63.3%) (25.1%) 1.9x 2.0x 4.9x 5.0x NM NM 8.6% (5.4%) 39.7% 41.0% NA 48.3%

Mimecast Limited $3,163.4 $3,207.5 17.6% 35.8% 140.0% NA 8.0x 6.6x NM 34.8x NM NM 25.3% 21.0% 16.8% 18.9% 20.0% 42.1%

MobileIron, Inc. $534.4 $453.6 (1.9%) (1.6%) 9.7% (45.6%) 2.2x 2.1x NM NM NM NM 6.7% 5.0% (0.9%) 3.6% NA 5.8%

NetApp, Inc. $12,187.3 $10,985.3 (14.2%) (16.3%) 39.4% 41.3% 1.9x 1.9x 8.0x 7.7x NM NM (8.5%) 3.1% 24.2% 24.5% 11.3% 15.7%

NetScout Systems, Inc. $1,924.1 $2,109.1 6.8% (0.8%) (22.8%) (28.4%) 2.4x 2.3x NA 11.5x NM NM (2.5%) 4.0% 0.0% 19.8% NA (2.5%)

New Relic, Inc. $3,880.6 $3,597.5 0.5% (35.1%) 82.3% 112.5% 6.3x 5.4x NM NM NM NM 27.5% 17.0% 16.8% 14.6% 20.7% 44.4%

Okta, Inc. $15,520.2 $15,250.1 11.0% 55.3% NA NA 26.5x 20.1x NM NM NM NM 43.9% 31.7% (7.1%) (4.5%) NA 36.8%

Palo Alto Networks, Inc. $22,998.4 $22,016.1 1.5% 9.3% 59.1% 85.8% 7.0x 5.8x 29.7x 25.2x NM NM 21.3% 20.4% 23.5% 23.1% 22.4% 44.9%

Pegasystems Inc. $6,839.3 $6,799.3 8.2% 53.2% 122.2% 340.5% 7.4x 6.5x NM NM NM NM 3.8% 12.4% 3.0% 3.9% 20.0% 6.7%

Progress Software Corp. $2,035.4 $2,158.5 8.6% 24.6% 61.1% 80.2% 5.1x 4.8x 12.8x 11.9x NM NM 12.6% 5.9% 39.4% 40.2% 10.5% 52.0%

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin.2. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 45

Infrastructure (cont.)

(USD in millions) Capitalization Trading Performance Enterprise Value / Revenue

Enterprise Value /EBITDA2 P / E Revenue

GrowthEBITDAMargin

Long-TermEPS

Growth

2019ERule of

401Company Equity

ValueEnterprise

Value YTD 1 Year 3 Year 5 Year 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E 2019E 2020E

Proofpoint, Inc. $6,973.6 $6,888.7 7.0% 20.6% 53.2% 145.6% 7.8x 6.5x NM NM NM NM 23.3% 20.5% 17.4% 13.4% 22.5% 40.6%

Qualys, Inc. $3,323.5 $3,063.7 2.8% (0.9%) 138.8% 125.5% 9.5x 8.4x 22.1x 19.7x NM NM 15.3% 14.1% 43.1% 42.5% NA 58.4%

Radware Ltd. $1,194.9 $992.6 (1.2%) 5.2% 73.5% 32.4% 3.9x 3.6x 22.6x 20.7x NM NM 7.6% 9.2% 17.4% 17.4% 17.0% 25.1%

Rapid7, Inc. $2,932.5 $2,947.9 6.0% 47.8% 376.2% NA 9.1x 7.4x NM NM NM NM 32.5% 22.9% 3.5% 6.4% NA 36.0%

RingCentral, Inc. $17,700.9 $17,544.6 21.9% 122.4% 780.4% 1422.8% 19.7x 16.0x NM NM NM NM 45.1% 23.3% 13.1% 12.6% 18.5% 58.2%

ServiceNow, Inc. $63,776.4 $63,216.2 19.8% 53.7% 273.2% 364.0% 18.3x 14.2x NM NM NM NM 32.2% 29.1% 28.2% 28.7% 33.5% 60.4%

Smartsheet Inc. $5,695.3 $5,196.9 7.9% 54.5% NA NA 19.2x 13.8x NM NM NM NM 52.0% 39.3% (15.9%) (11.8%) NA 36.1%

SolarWinds Corporation $5,809.0 $7,503.9 2.0% 7.8% NA NA 8.0x 7.1x 16.6x 15.6x 33.3x 22.8x 13.0% 11.6% 48.0% 45.8% 20.1% 60.9%

Sophos Group plc $3,624.9 $3,773.1 (0.1%) 65.3% 103.3% NA 5.5x 4.6x NM 26.3x 64.5x 54.5x (1.4%) 18.2% 14.7% 17.5% 99.7% 13.4%Symphony Communication Public Company Limited $36.9 $66.0 (11.3%) (46.6%) (69.6%) (80.7%) NA NA NA NA NM NM NA NA NA NA NA NA

GlobalData Plc $2,023.3 $2,146.9 0.8% 120.3% 145.3% 542.0% 9.2x 8.7x NM 34.3x 66.0x 55.5x 16.7% 4.9% 24.0% 25.5% NA 40.7%

Twilio Inc. $17,053.6 $15,795.6 26.5% 11.7% 331.3% NA 14.2x 10.8x NM NM NM NM 71.7% 31.2% 9.3% 8.2% 16.9% 78.2%

Upland Software, Inc. $986.2 $1,220.7 9.3% 25.0% 222.9% 392.9% 5.6x 4.7x 14.9x 12.2x 24.4x 16.0x 46.3% 19.2% 37.2% 38.4% 22.5% 83.6%

Varonis Systems, Inc. $2,550.3 $2,484.9 7.7% 41.6% 179.8% 153.7% 9.8x 8.7x NM NM NM NM (6.1%) 12.9% (8.7%) (2.9%) NA (14.8%)

VeriSign, Inc. $24,437.5 $25,004.8 8.0% 23.0% 159.5% 282.0% 20.3x 19.4x 28.0x 26.6x NM NM 1.5% 4.8% 72.4% 72.7% NA 73.9%

VMware, Inc. $60,691.3 $64,307.3 (2.5%) (2.0%) 69.1% 92.0% 6.4x 5.7x 16.4x 15.6x NM NM 12.7% 12.3% 38.7% 36.4% 13.8% 51.5%Zoom Video Communications, Inc. $21,089.5 $20,333.9 12.1% NA NA NA 33.3x 23.4x NM NM NM NM 84.9% 42.1% 18.7% 14.2% 73.5% 103.6%

Zscaler, Inc. $7,177.1 $6,833.7 20.6% 16.0% NA NA 19.1x 14.6x NM NM NM NM 47.3% 31.0% 9.5% 9.5% 36.5% 56.9%Infrastructure Software Median $5,695.3 $6,523.8 2.8% 10.5% 56.2% 80.5% 6.2x 5.5x 15.5x 15.6x 26.3x 21.2x 13.5% 12.6% 17.4% 18.2% 17.0% 40.7%

Trading Analysis

Note: Comparables are pro forma for acquisitions and divestitures.Source: Capital IQ as of market close on January 31st, 20201. Rule of 40% calculated as revenue growth + EBITDA margin.2. EV/EBITDA Multiple >35x is denoted as “NM”.

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INVESTMENT BANKING SOFTWARE INSIGHT – FEB 2020 46

Sources of data include Capital IQ, FactSet and other news organizations. Information obtained from third-party sources is considered reliable,but we do not guarantee that the information herein is accurate or complete. This report was prepared within Raymond James & Associates’Investment Banking Department and is for information purposes only. This report is not a product of Raymond James & Associates’ ResearchDepartment; recipients of this report should not interpret the information herein as sufficient grounds for an investment decision or any otherdecision. The report shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities mentioned herein; pastperformance does not guarantee future results.

This presentation includes logos or other words or devices that may be registered trademarks of their respective owners. Such use is solely forpurposes of convenience in referring to the trademark owners and their products/services. This presentation and its contents are not endorsed,sponsored or affiliated with any trademark owner. Raymond James & Associates, Inc. and its affiliates are not affiliated with any trademark ownerbut may provide certain financial services to one or more trademark owners or their affiliates.

Ent. Value = Enterprise ValueLTM = Last Twelve MonthsEBITDA = Earnings Before Interest, Taxes, Depreciation and Amortization

Raymond James & Associates, Inc., member New York Stock Exchange/SIPC.

Additional information is available upon request.

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