converge technology solutions corp. - meetmax

34
Converge Technology Solutions Corp. Leading North American Hybrid IT Solutions Provider February 2020

Upload: others

Post on 21-Apr-2022

3 views

Category:

Documents


1 download

TRANSCRIPT

Page 1: Converge Technology Solutions Corp. - MeetMax

Converge Technology Solutions Corp. Leading North American Hybrid IT Solutions Provider

February 2020

Page 2: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Disclaimer

IMPORTANT: YOU MUST READ THE FOLLOWING BEFORE CONTINUING

* The information contained in this document has been prepared by Converge Technology Solutions (“Converge” or the “Company”) and contains confidential information pertaining to the business, operations and assets of the Company. The information contained in this document (a) isprovided as at the date hereof and is subject to change without notice, (b) does not purport to contain all the information that may be necessary or desirable fully and accurately to evaluate an investment in the Company and (c) is not to be considered as a recommendation by the Companythat any person make an investment in the Company. The printed document may be incomplete without reference to the oral presentation or other written materials provided by the Company that may supplement this document. To the extent projections and financial analysis arecontained herein, they may be based on estimated financial performance prepared by, or in consultation with, management and are intended only to suggest a reasonable range of results. The Company has no obligation, whether express or implied, to update any or all of the informationor analysis contained herein or to advise the recipient of any changes. The information provided in this document is for discussion purposes only.An investment in the securities described herein is speculative and involves a number of risks that should be considered by a prospectiveinvestor. Prospective investors should carefully consider the risk factors described under “Risk Factors” in the appendix before investing in the Company and purchasing the securities described herein. Paradigm Securities Inc. (“Paradigm”) and its subsidiaries and affiliates, and any of itsshareholders, directors, officers, agents, consultants, advisors or employees do not make any representation or warranty, express or implied, as to the accuracy, completeness or thoroughness of the information contained in this document. Paradigm does not have any responsibilitywhatsoever in respect of the accuracy or completeness of, or omissions from, this document or any other document or information, written or oral, supplied at any time to any recipient of this document or its respective subsidiaries, affiliates, agents or advisors in the course of its evaluationof Converge or in respect of any opinions, projections or other forward-looking statements expressed therein or omitted therefrom. Paradigm expressly disclaims any liability resulting from the use of the information contained herein or otherwise supplied or resulting from the failure tosupply additional information. Paradigm has not independently verified any of the information contained herein and have not made an independent appraisal of the Company.

This document is confidential and is being provided to you solely for your information and may not be reproduced, in whole or in part, in any form or forwarded or further distributed to any other person. Any forwarding, distribution or reproduction of this document in whole or in part isunauthorized. By accepting and reviewing this document, you acknowledge and agree (i) to maintain the confidentiality of this document and the information contained herein, (ii) to protect such information in the same manner you protect your own confidential information, which shall beat least a reasonable standard of care and (iii) to not utilize any of the information contained herein except to assist with your evaluation of a potential investment in the Company.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION: This document includes information, statements, beliefs and opinions which are forward-looking, and which reflect current estimates, expectations and projections about future events. Statements containing the words“believe”, “expect”, “intend”, “should”, “seek”, “anticipate”, “will”, “positioned”, “project”, “risk”, “plan”, “may”, “estimate” or, in each case, their negative and words of similar meaning are intended to identify forward-looking statements. By their nature, forward-looking statements involve anumber of known and unknown risks, uncertainties and assumptions concerning, among other things, the Company’s anticipated business strategies, anticipated trends in the Company’s business and anticipated market share, that could cause actual results or events to differ materiallyfrom those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. In addition, even if the outcome and financial effects of the plans and eventsdescribed herein are consistent with the forward-looking statements contained in this document, those results or developments may not be indicative of results or developments in subsequent periods. Although Converge has attempted to identify important risks and factors that couldcause actual actions, events or results to differ materially from those described in forward-looking information, there may be other factors and risks that cause actions, events or results not to be as anticipated, estimated or intended. Forward-looking information contained in thispresentation is based on the Company’s current estimates, expectations and projections, which the Company believes are reasonable as of the current date. The Company can give no assurance that these estimates, expectations and projections will prove to have been correct. You shouldnot place undue reliance on forward-looking statements, which are based on the information available as of the date of this document. Forward-looking statements contained in this document are made of the date of this presentation and, expect as require by applicable law, the Companyassumes no obligation to update or revise them to reflect new events or circumstances.

Historical statements contained in this document regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. In this regard, certain financial information contained herein has been extracted from, or based upon,information available in the public domain and/or provided by the Company. In particular historical results should not be taken as a representation that such trends will be replicated in the future. No statement in this document is intended to be nor may be construed as a profit forecast.

CAUTIONARY NOTE REGARDING FUTURE-ORIENTED FINANCIAL INFORMATION: To the extent any forward-looking information in this Presentation constitutes “future-oriented financial information” or “financial outlooks” within the meaning of applicable Canadian securities laws, suchinformation is being provided to demonstrate the anticipated market penetration and the reader is cautioned that this information may not be appropriate for any other purpose and the reader should not place undue reliance on such future-oriented financial information and financialoutlooks. Future-oriented financial information and financial outlooks, as with forward-looking information generally, are, without limitation, based on the assumptions and subject to the risks set out above under the heading “Cautionary Note Regarding Forward-Looking Information”.Converge’s actual financial position and results of operations may differ materially from management’s current expectations and, as a result, Converge’s revenue and expenses may differ materially from the revenue and expenses profiles provided in this Presentation. Such information ispresented for illustrative purposes only and may not be an indication of Converge’s actual financial position or results of operations.

USE OF NON-GAAP MEASURES: This document refers to EBITDA because certain investors may use this information to assess the Company’ performance and also determine the Company’s ability to generate cash flow. This data is furnished to provide additional information and are non-GAAP measures and do not have any standardized meaning prescribed by GAAP. They should not be considered in isolation as a substitute for measures of performance prepared in accordance with GAAP and is not necessarily indicative of operating costs presented under GAAP.

This document may have been sent to you in an electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of electronic transmission. You are responsible for protecting against viruses and other destructive items. Yourreceipt of this electronic transmission is at your own risk and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature. As a consequence of the above, neither the Company nor any director, officer, employee or agent of any ofthem or any affiliate of any such person accepts any liability or responsibility whatsoever in respect of any difference between the document distributed to you in electronic format and the hard copy version that may be made available to you.

All figures in this document are in C$ unless otherwise stated.

Page 3: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Company Overview

• Converge Technology Solutions is building a leading North American platform of Software Enabled Hybrid IT Solution Providers (ITSP) selling infrastructure, software, and managed services solutions to corporate and government customers

• Founded in 2016

• Focused on “roll-up” of IT Solution Providers

• Twelve acquisitions to date:

• Corus360, Northern Micro, Key Information Systems, Becker-Carroll, BlueChipTek, Essex Technology Group, Lighthouse Computer Services, SIS, Nordisk, Datatrend, VSS, and PCD Solutions

• Management team, board, and founders have extensive acquisition and management experience in both private and public markets

• Trading began on Nov 13, 2018 on the TSX Venture Exchange as TSXV:CTS

About Us

3

Page 4: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Hybrid IT Roll-Up Strategy Overview

4

Technical Expertise and Experience Across Numerous Vendor Platforms

Broad Managed Services Solution Set

HybridCloud

CyberSecurity

CognitiveServices

DevOpsDigital

Transformation

Complete Cloud Transformation Services

Plan and Design

Run and Operate

OptimizeBuild and Migrate

Hardware Partners Cloud Partners Software Partners

Portfolio Roll-Up

200+Salespeople

30+Office

Locations

300+Technical

Resources

2,000+Customers

250+Total Vendor Relationships

400+Certifications

with8

Key Vendor Relationships

Page 5: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Transformation into a Hybrid IT Provider

Hybrid IT Solutions Provider (Hardware, Services, Software)

Traditional VAR Organization

Organization

Data Center

Higher Recurring Revenue for Converge

5

Converge acquires traditional VARs and transforms them into multi-cloud providers with sizable software and service capabilities

Page 6: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Hybrid IT – Solution Practices

6

Cloud

Public Cloud

Private Cloud

Hybrid Cloud

Digital Infrastructure

Compute

Collaboration

Networking

Storage

Digital Transformation

Blockchain

User Experience

Cyber Security

Mobile Device Mgmt

Identity and Access Mgmt

SIEM

Cognitive

Analytics

Artificial Intelligence

Talent Solutions

Staffing

Recruiting

Dedicated to Solving Client’s Cloud Challenges

Deep Technical and Domain Expertise

One-Stop-Shop Simplifies Experience for Clients

Deep Knowledge of Clients’ Systems and Infrastructure Allows Solutions-Focused

Approach

Cloud Services Continues to Grow

(approx. 20%+ / year)1

Lack of Internal IT Expertise Within

Organizations

Fragmented Vendor Networks are Inefficient

and Confusing

Clients Need Consultative Approach to IT Solutions

Market Trends

Converge’s solution set addresses market trends and complexities

1. Gartner.com

Page 7: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Differentiating Converge as a Hybrid IT Provider

7

1. 2019E*

1

Page 8: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Acquisitions & Key Milestones to Date

(Acquired Nov 2017)

(Acquired Feb 2018)

Sept 2017

Closed debenture financing of

~$4.0M

End of CY2017

C$293M in annualized

revenue

Feb 2018

Completed ‘pre-public’ private financing

of $4.3M

Q1 2018

Strengthened Management &

Executive Team

Aug 2018

Entered into acquisition agreement with Norwick Capital

Twelve acquisitions completed since October 2017

(Transaction Nov 2018)

(Acquired Dec 2018)

Oct 2018

Received C$5.25M convertible debenture

investment from a strategic investor

Nov 2018

Began trading on the TSX Venture

Exchange as TSXV: CTS

Sep 2018

Raised C$5.5M in a private placement

round

Q4 2018

8

(Acquired Oct 2017)

(Acquired Apr 2018)

(Acquired May 2018)

Q2 & Q3 2018Q1 2018Q4 2017

Page 9: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Acquisitions & Key Milestones to Date

Feb 2019

Began trading on the Frankfurt Stock

Exchange as 0ZB

May 2019

Began trading on the OTCQX as

CTSDF

July 2019

Expanded geographical

coverage

Twelve acquisitions completed since October 2017

(Acquired Oct 2019)

(Acquired Oct 2019)

Oct 2019

Converge transitioned Essextec from a

strategic partner to a fully owned subsidiary

of Converge

Q4 2019

Converge announced organizational changes

in preparation for Phase III

Aug 2019

Converge announced as Red Hat Premier &

Apex Partner

9

(Acquired Jan 2019)

(Acquired July 2019)

Q4 2019

(Acquired Nov 2019)

Q4 2019

Strengthened portfolio of Hybrid

IT solutions and capabilities

Q1 2019

Q1 2020

Expanded Canadian geographical

coverage

(Acquired Feb 2020)

Q1 2020Q2 & Q3 2019

Page 10: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

North American Footprint

Approx.

770 employees in US 115 employees in Canada

300+ engineers & technicians210+ direct sales professionals42 offices

10

Vancouver, BC

San Francisco, CA

Santa Clara, CA

Agoura Hills, CA

Greenwood Village, CO

Irvine, CA

Scottsdale, AZ

Quebec City, QC

Ottawa, ON

Halifax, NSGatineau, QC

Farmington Hills, MI

Norcross, GACharlotte, NC

Providence, RI

Raleigh, NC

Rochelle Park, NJ

New York City, NY

Toronto, ON

Louisville, KY

Indianapolis, IN

Charleston, WV

Cincinnati, OH

Lexington, KY

London, KY

Winter Park, FL

Portland, OR Minnetonka, MN

United Kingdom

Washington, DC

Converge Headquarters

KeyInfo

Northern Micro

Corus360

BlueChipTek

Essextec

Becker-Carroll

Lighthouse

SIS

Nordisk Systems Datatrend Technologies

VSS

Madison, MS

Baltimore, MD

1. Approx. counts as of February 2020.

Mobile, AL

Kennesaw, GA

Rocky Mount, NC

Little Rock, AR

Freehold, NJ

PCD Solutions

Saint-Laurent, QC

1

Page 11: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Phased Approach To Growth

Phase 1 Phase 2Phase 3

11

Phase 1

Broad Geographical

Coverage

Phase 2

Enabling Hybrid IT

& Cross-Sell

Phase 3

Cost Synergy

Realization

o Built national footprint across the U.S. and Canada through nine acquisitions since 2017

o Developed national managed services and other recurring revenue offerings

o Continue M&A strategy to expand coverage into the 30+ largest U.S. cities

o Strengthen national managed services and other recurring revenue offerings across acquired businesses

o Further enhance scale with larger acquisitions across North America

o Continued cross-sell opportunities within existing customer base

o Fully integrate back office ERP and focus on additional cost take-out opportunities

(in C$)

2018

2019 / 2020

2020 / 2021

~$545M

Pro Forma Run-Rate Revenue

~$23M

Pro Forma Run-Rate Adj. EBITDA

~$75M

Annualized Recurring Revenue

~$1.0B

Pro Forma Run-Rate Revenue

~$50M

Pro Forma Run-Rate Adj. EBITDA

~$100M

Annualized Recurring Revenue

$2.0B+

Pro Forma Run-Rate Revenue

$100 – 200M

Pro Forma Run-Rate Adj. EBITDA

$240M+

Annualized Recurring Revenue

Actual Results

Targeted Pro Forma Results*

Targeted Pro Forma Results*

= current phase

Page 12: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Vendors and Partners

Technology Vendors Distribution Partners

12

Page 13: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Converge Plans to Leverage IBM’s Acquisition of Red Hat

13

Expected Proliferation of Hybrid Cloud

• While IBM is committed to maintaining Red Hat’s independence as a unique entity, IBM is strongly encouraging their partners to become partners of Red Hat

• Strong, existing relationship with both IBM (Platinum Partner, Top 3 N.A. Partners) and Red Hat (Apex Partner) puts Converge in distinct position to accelerate hybrid cloud adoption for customers

Growth of Open Source Software

• Red Hat is a pioneer of the open source software movement; partnering with IBM will equip the firm with additional capital to continue investing in open source innovation

• Converge’s partnership with Red Hat will continue to propel our portfolio of services to the forefront of software innovation

IBM’s Acquisition of Red Hat Positions Converge as the Mutual Partner of Choice

Converge is recognized as a RedHat Apex Partner

Nearly all Red Hat’s business is

through channel partners – very

small group of partners today that

IBM is expanding

IBM has stated goal to street of

doubling Red Hat business in just a

few years

Lack of shared Red Hat / IBM

partners today – opens

opportunity to existing IBM

partners like Converge

Significant market development

funds already being made

available for IBM partners to

market Red Hat products

Significant opportunity for Converge as one of IBM’s top

partners as IBM seeks to aggressively grow Red Hat’s

business by leveraging channel partners

Page 14: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

2019 Customer & Partner Events

Ansible Workshops

• Boston – 28 clients

• Atlanta – 45 clients

• Indianapolis – 35 clients

• Indianapolis

• Costa Mesa

• Portland

• San Francisco

Cisco Workshops

Security Workshops

• New York City

• Portland

• Boston

Software Enablement

Roadshows

• Raleigh, Atlanta, and Tampa

• Denver, Costa Mesa, Portland, and San Francisco

• Indianapolis and Minnesota

Converge hosts events across geographies to grow its brand recognition and showcase its capabilities to clients & vendors

14

Page 15: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Addressing Market Opportunities

15

1. CMA Market Report.

(1)

Highly Fragmented Market with Few Scaled Providers Large Market Opportunity

$3.7T

Global Market

$1.2T

U.S. Market

$650B

Mid Market +

Enterprise

$400B

SMB$150B

Other

Converge Focus

Converge’s unique consolidation strategy provides customers with the resources and technical capabilities of a scaled platform, while

maintaining the brand, reputation, and dedicated resources of a regional provider

~80K

~50%

< 5%

IT Solutions providers covering

a wide range of capabilities,

geographies, and end markets

Market share held by smaller

regional and local providers

Market share of the largest

market participant

11

Page 16: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Sample Customers

161. As at September 30th, 2019

1

Page 17: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Converge Enables Cross-Selling Opportunities

17

86

Technical Resources

57

SalesReps

54

Other

Technical and Cloud Teams are Virtual and Overlay All Entities~300

Technical Resources

~210

Salespeople

Northeast Region Southeast Region Central Region West Region Canada Region

51

Technical Resources

66

SalesReps

89

Other

86

Technical Resources

49

Sales Reps

70

Other

39

Technical Resources

26

Sales Reps

44

Other

41

Technical Resources

14

Sales Reps

51

Other

Note: Approx. personnel counts as of February 2020.

Page 19: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Addressing Market Demand

19

Source: IDC Report

0% 20% 40% 60% 80% 100%

Data Center Automation

Legacy Systems Modernization

DR/Business Continuity

Systems/Data Integration

Digital Transformation

Data Analytics/BI

Cloud Infrastructure

Cloud Applications

Net Percentage Increase in Spending

Converge’s solutions & practices address IT spending priorities

Top 3 Tech Initiative Spending Priorities

Digital Transformation – 54%

Cybersecurity – 49%

Cloud First/Cloud Migration – 40%

Page 20: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Hybrid IT – Organizations’ Cloud Journey

Single Provider Single Provider MulticloudData Center +

Multicloud

Net-new Workloads

Low-risk Workloads

Complex Workloads

Any Workload

Basic Cloud SkillsExpanded Cloud

SkillsAdvanced Cloud

SkillsIT Becomes the

Broker

• Organizations will continue to advance cloud-first strategies to reduce TCO and improve service levels

• Traditional cloud market segments will blur

• Multicloud will become the de facto standard

• Architects will make Hybrid IT a reality

Initial Cloud Deployment

Cloud-First Deployment

Multicloud is the Norm

Hybrid IT Becomes

Mainstream

"Many organizations have now passed thedefinitional stage of cloud computing and are testingcloud architectures inside and outside the enterpriseand over time, the cloud will simply become one ofthe ways that we 'do' computing, and workloadswill move around in hybrid internal/external ITenvironments"

– Chris Howard, Chief of Research at Gartner.

20

Page 21: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Advanced Cloud Offerings and Partnerships

21

Page 22: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Converge Services Across Cybersecurity Continuum

Cybersecurity Foundation

Assess IT Environment and

Organizational Risk

Identify Gaps and Build Roadmap Managed

Security Lifecycle

Respond Protect

Detect

Recover Identify

22

Develop Strategy and Policies, and Design Security

Solutions

Implement Security Recommendations

Appropriate cybersecurity measures are vital as cloud trends continue to revolutionize

Page 23: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Converge Data Analytics

Sales, Service, Support, Managed Services, Managed Projects, and Staff augmentation for:

• Business Intelligence

• Predictive Analytics

• Data Integration

• Data Governance

• Data Warehousing

• Information Management

• Master Data Management

• Location Intelligence

23

Converge has highly knowledgeable teams with 25+ years experience in Data Analytics

Page 24: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Cognitive Computing & AI Services

24

Converge focuses on Cognitive Computing, the subset of AI that attempts to mimic cognitive abilities like speaking listening,and reasoning

Enabling computers to see

images and videos

Enabling computers to listen and talk

Enabling computers to

interpret human language

Enabling computers to find information and

insights

Enabling computers to

drive

Enabling computers to

move

Computer Voice

Natural Language

Data & Insight Services

Autonomous Vehicles

Smart Robotics

Computer Vision

M a c h i n e L e a r n i n g

Page 25: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Driving Enhanced Margins on Software Sales

25

Converge leads software deals for its OEM-partners – which has the potential to drive 40%+ margins* for Converge along with enhancing relationships with partners and clients

OEM partners seeking and rewarding

software sales

Successful software sales strengthen

Converge’s relationship with OEMs and

clients - driving future services revenue

OEM-Led

Sale

Co-Led

Sale

Partner-Led

Sale

New on Premise SW - Fulfillment

1% 11% 21%

Channel Value Rewards – Back End

10% 30% 40%

Net New Logos 5% 10% 10%

Software Sales Add Value to Converge Customer and Partner Relationships Significant Margin Potential to Software Sales the “Right Way”

Note: Steps not additive

Page 26: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Integration and Operational Model

Focused on Synergies and Efficiencies

Increase Sales• Run campaigns with Tier-1 vendors repeating industry specific sales across

geographies • Cross-sell best of breed solutions to other Converge customers• Leverage relationships to increase enterprise sales• Consolidate recurring revenue offerings across acquisitions and service a broader

range of customers • Introduce blockchain solutions into our large North American customer footprint

Expand EBITDA margins by 0.5% – 1.0%*• Top Vendor certification leads to better pricing, rebates and market development

funds• Back office efficiencies and automation are optimized through scale and systems

Revenue Synergies

Working Capital Efficiency

Improve working capital by extending terms with vendors• Extending average payable terms by 10-15 days generates approximately $2.7M-

$4.1M of liquidity for every $100M of product spend*

Converge focuses on acquisitions and organic growth

through cross-selling, not cross-cutting.

26

Page 27: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

M&A Strategy Overview

271. Revenue $ in USD.

12

Page 28: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Case Study | Northern Micro

(C$ millions) 2017A 2018A

Revenues $118.6 $167.3

Cost of Sales $105.4 $147.1

Gross Profit $13.2 $20.2

SG&A Expenses $7.7 $8.4

Adjusted EBITDA $5.5 $11.8

Purchase Multiple

4.4x 2.0x

Earn-out Payments Schedule

(C$) Year 1 Year 2 Year 3

Minimum Payment

$1,125,000 $1,125,000 $450,000

Maximum Payment

$3,750,000 $3,750,000 $1,500,00

Company OverviewManagement Team with security-cleared warehouse & configuration center

Government focus ideal fit for as-a-service offerings

Contracts with 33 Ontario Municipalities

$50M+ of Dell / EMC sales

Purchase PriceConverge paid an aggregate purchase price of up to C$24.0M for all of the issued and outstanding shares of Northern Micro, payable in the following form:

• C$12.0M in cash paid on closing.

• C$3.0M in a vendor note payable.

• Up to C$9.0M in earn-out payments.

EV / 2018E EBITDA of < 3.0xPurchase Price

28

Page 29: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Financial Summary | Quarterly Financials

Income Statement

*Income (loss) before finance expenses, income taxes, depreciation and amortization, change in contingent consideration, transaction costs, initial public offering costs

Balance Sheet

29

As at

(C$ thousands) 30-Sep-19 31-Dec-18

Cash 21,215 14,722

Trade & other receivables 121,048 129,979

Inventories 14,369 12,392

Other current assets 12,623 5,758

Total Current Assets 169,255 162,851

Long-term assets 134,533 93,447

Total Assets 303,788 256,298

Trade & other payables 139,261 136,208

Borrowings 113,367 80,375

Other financial liabilities 42,678 27,351

Debentures 3,506 3,151

Convertible Debenture 5,076 4,966

Other liabilities 9,861 8,751

Total Liabilities 313,749 260,802

Shareholder’s Equity (9,961) (4,504)

(C$ thousands) 31-Mar-19 30-Jun-19 30-Sep-19 30-Sep-18 30-Sep-19

Revenues 170,601 157,985 144,504 323,105 473,091

Cost of Sales 133,394 121,847 109,615 263,458 364,861

Gross Profit 37,207 36,138 34,889 59,647 108,230

Selling, general,

and admin

expenses

29,800 31,635 31,342 50,506 92,777

Adjusted EBITDA* 8,453 5,510 5,827 10,749 19,790

3 months ended 9 months ended

Page 30: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Comparable Companies Analysis

Market data updated as of market close February 13th, 2020Source: Capital IQ, Company filings.Note: Converge 2019E Adj. EBITDA estimates* from Paradigm Capital Equity Research.

30

All figures in C$mm except ratios or per share values

LTM CY2019E

Company Market Cap Net Debt EV

LTM EBITDA Margin

Revenue EBITDAEV /

Revenue EV / EBITDA Revenue EBITDAEV /

Revenue EV / EBITDA'18 - '19 Revenue

Growth

IT Solution Providers - North America

CDW Corporation $26,154 $4,831 $30,984 7.7% $23,389 $1,812 1.3x 17.1x $23,216 $1,864 1.3x 16.6x 5.0%

Insight Enterprises, Inc. $2,808 $1,295 $4,103 3.9% $10,028 $394 0.4x 10.4x $10,116 $421 0.4x 9.8x 4.3%

ePlus inc. $1,551 $218 $1,769 7.4% $2,007 $148 0.9x 11.9x $1,947 $143 0.9x 12.4x 4.1%

PC Connection, Inc. $1,510 ($98) $1,413 4.5% $3,658 $163 0.4x 8.6x $3,680 $162 0.4x 8.7x 0.5%

Pivot Technology Solutions, Inc. $72 $189 $265 1.6% $1,605 $26 0.2x 10.1x $1,575 $34 0.2x 7.9x (16.6%)

Average 5.0% 0.6x 11.6x 0.6x 11.1x (0.5%)

Median 4.5% 0.4x 10.4x 0.4x 9.8x 4.1%

IT Solution Providers - Europe

Bechtle AG $8,811 $340 $9,151 5.7% $7,406 $422 1.2x 21.7x $7,588 $467 1.2x 19.6x 13.6%

Softcat plc $4,254 ($127) $4,127 8.6% $1,593 $138 2.6x 30.0x $1,924 $157 2.1x 26.3x 0.0%

Computacenter plc $3,697 $190 $3,887 2.9% $7,930 $230 0.5x 16.9x $8,799 $306 0.4x 12.7x 18.2%

Cancom SE $3,001 ($62) $2,938 6.7% $2,306 $153 1.3x 19.1x $2,375 $189 1.2x 15.5x 12.5%

Atea ASA $1,781 $84 $1,865 3.6% $5,408 $197 0.3x 9.5x $5,550 $203 0.3x 9.2x 2.0%

Average 5.5% 1.2x 19.4x 1.1x 16.7x 9.3%

Median 5.7% 1.2x 19.1x 1.2x 15.5x 12.5%

Converge Technology Solutions* $108 $106 $214 2.2% $609 $13 0.4x 16.3x $690 $31 0.3x 6.9x 13.3%

Page 31: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Precedent Transaction MultiplesTarget Acquirer Announced EBITDA Multiple

Recent transactions in the IT Industry value targets at ~9.0x EV / EBITDA on average

December 2017

April 2018

October 2018

November 2018

June 2019

8.4x

8.5x

8.8x

10.0x

9.4x

Source: Capital IQ, Company filings, Press releases.

August 2019 9.9x

31

Page 32: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Share Capital Summary

Total Directors and Officers

Common Shares 85,604,449 21,685,629 25.3%

Warrants 1,144,055

Broker Warrants 92,870

Total Outstanding 86,841,374 21,685,629 25%

Convertible Debenture 5,250,000

Consideration for SIS 5,000,000

Consideration for VSS 2,930,000

Total Fully Diluted 100,021,374 21,685,629 21.7%

As of February 2020

32

Page 33: Converge Technology Solutions Corp. - MeetMax

Confidential and Proprietary Copyright © 2020 Converge Technology Partners

Converge Leadership Team

• Co-Founder of Converge TP

• Co-Founder of Pivot, Triax Capital, Skylon Capital

• Director of Flow Capital Corp., and Quisitive Technology Solutions Inc.

• Financial Industry entrepreneur and investor

Gordon McMillan | Board Chair

• Former Chief Information Officer of Pivot

• 25+ years of experience in both the software and infrastructure sides of the technology sector, as well as sales and warehouse operations

• Leads integration initiatives from acquisitions to operations

Cory Reid | COO

• Former Chief Data Officer of Pivot, and Former CEO of IntelligentWorks – a custom software development company based in Ottawa

• President of Canadian Region

• Leads Blockchain initiatives

Don Cuthbertson | CTO

• Former CFO of LOGiQ Asset Management Inc. and SVP & CIO, Group Functions at Manulife

• Oversees Strategic Financial Planning and Analysis, Financial Reporting, and Internal Controls Management

• Board Director of the Canadian Securities Exchange

Mary Anne Palangio | CFO

• Former VP for Professional Services of Pivot

• 25+ years of experience in technology services delivery and technical presales alignment, as well as leading vendor alliance programs and strategy

• Specializes in services alignment and growth with merger and acquisitions

Tommy Whatley | EVP Services | Vendor Alliance

• President of Key Information Systems

• Over 20 years of IT solutions experience

• Oversees the cross-selling of new products & services into Converge acquisitions

Cindy Kennedy | West Region President

• Former COO of Pivot

• Ran Prosys Info Systems ($700M+ ITSP) & performed diligence/integration for Pivot acquisitions

• Early Java Pioneer with extensive experience in software industry

Shaun Maine | CEO

• President of Lighthouse Computer Services & Eastern Region

• Extensive experience in IT Management across hardware, services and software

• Oversees business development, client services, strategic partnerships, and go to market strategy

Greg Berard | President

Page 34: Converge Technology Solutions Corp. - MeetMax

THANK YOU

Virtus Advisory GroupInvestor Relations

[email protected]

John FloresExecutive Vice President

[email protected]

Shaun MaineChief Executive Officer

[email protected]

Mary Anne PalangioChief Financial Officer

[email protected]