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Investment banking services are provided by Harris Williams LLC, a registered broker-dealer and member of FINRA and SIPC, and Harris Williams & Co. Ltd, which is authorised and regulated by the Financial Conduct Authority. Harris Williams & Co. is a trade name under which Harris Williams LLC and Harris Williams & Co. Ltd conduct business. www.harriswilliams.com TECHNOLOGY, MEDIA, & TELECOM QUARTERLY SOFTWARE SECTOR REVIEW 2Q 2016

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Investment banking services are provided by Harris Williams LLC, a registered broker-dealer and member of FINRA and SIPC, and Harris Williams & Co. Ltd, which is authorised and regulated by the Financial Conduct Authority. Harris Williams & Co.is a trade name under which Harris Williams LLC and Harris Williams & Co. Ltd conduct business.

www.harriswilliams.com

TECHNOLOGY, MEDIA, & TELECOMQUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

PAGE |

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

to be acquired by

CONTENTS

DEAL SPOTLIGHT

M&A TRANSACTIONS – 2Q 2016

SOFTWARE M&A ACTIVITY

SOFTWARE SECTOR OVERVIEWS

SOFTWARE PRIVATE PLACEMENTS OVERVIEW

SOFTWARE PUBLIC COMPARABLES OVERVIEW

TECHNOLOGY IPO OVERVIEW

DEBT MARKET OVERVIEW

APPENDIX: PUBLIC COMPARABLES DETAIL

TMT CONTACTS

UNITED STATES

Jeff BistrongManaging [email protected]

Sam HendlerManaging [email protected]

Mike WilkinsManaging [email protected]

EUROPE

Thierry MonjauzeManaging [email protected]

TO SUBSCRIBE PLEASE EMAIL:*[email protected]

HARRIS WILLIAMS & CO. OVERVIEW

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

SOFTWARE / SAAS

Enterprise Software

Data and Analytics

Infrastructure and

Security Software

IT and Tech-enabled

Services

Data Center and

Managed Services

INTERNET & DIGITAL MEDIA

AdTech and Marketing

Solutions

Consumer Internet

Digital Media and Content

eCommerce

Mobile

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

SELECT RECENT HW&CO. TMT TRANSACTIONS

TMT VERTICAL FOCUS AREAS

25 year history with over 120 closed transactions in the last 24 months

Approximately 250 professionals across seven offices in the U.S. and Europe

Strategic relationships in India and China

10 industry groups

KEY FACTS

1

HW&Co. Office

Network Office

Education

Energy, Power, and Infrastructure

Fintech

Healthcare IT

Public Sector and Non-Profit

Supply Chain, Transportation, and Logistics

Manufacturing

Professional Services

has been acquired byhas been acquired byhas been acquired byhas been acquired byhas been

recapitalized by has been acquired by has been acquired by

Baarsma B2C trades as:

has been acquired byhas acquired has been acquired by has been acquired by

PAGE |

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

DEAL SPOTLIGHT – WORKPLACE SYSTEMS

Workplace offers SaaS-based, employee-focused forecasting and scheduling software,with a proprietary optimization solution, for employers of hourly-paid workers incomplex, consumer-facing environments, notably in the retail and hospitality sectors.

Workplace’s client base spans 65 countries and includes some of the world’s largestretailers and respected luxury brands that are responsible for managing over 500,000workers each day.

Founded in 1986, Workplace is headquartered in the United Kingdom with additionaloffices in the U.S. and Australia.

ABOUT WORKPLACE SYSTEMS

Acquisition enhances WorkForce Software’s existing workforce management offeringand expands its global footprint with the premier employee-focused forecasting andscheduling solution for the retail and hospitality sectors.

Combining Workplace’s highly accurate forecasting and scheduling software andmobile platform with WorkForce’s existing offering creates a highly differentiatedworkforce management platform that more efficiently allocates resources andemployee time, providing corporations and employees with greater visibility into thescheduling process.

Together, these two companies create a leading global player in the workforcemanagement software arena, with highly complementary SaaS-based solutions,customers and cultures.

HW&Co.’s TMT Group advised LDC and its portfolio company, Workplace Systems, on its sale toWorkForce Software, a portfolio company of Insight Venture Partners.

2

has been acquired by

June 9, 2016

PAGE | 3

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

SELECT SOFTWARE M&A TRANSACTIONS – 2Q 2016

The Hearst Corporation’s acquisition of MedHOK

MedHOK provides a SaaS-based platform that enables healthcare payers to ensure regulatory compliance and succeed in the

emerging value-based reimbursement model.

The company captures pharmacy and medical data into a single platform, creating a 360° view of members, allowing payers

to identify / target health risks, intelligently trigger interventions, and improve quality of care throughout the continuum of care.

MedHOK will become part of Hearst Health, a network of healthcare companies that serves nearly 180 million individuals, and

will help its partners improve the quality of care as the industry shifts towards a value-based reimbursement model.

Ent. Value: HW&Co.Revenue: HW&Co.

EV / Rev: HW&Co.EV / EBITDA: HW&Co.

July 20, 2016

Thoma Bravo’s acquisition of Elemica

Elemica provides a cloud-based supply chain operating network that helps companies to reduce costs with trading partners.

The company serves customers across the chemical, energy, plastics, and other process markets, with notable clients such as

Dow Chemical, Michelin, and Shell, and processes a reported $400 billion in commerce value annually on its network.

Post acquisition, Thoma Bravo will support Elemica in developing next-generation technologies that can broaden the

capabilities of the company’s supply chain platform.

Ent. Value: NA Revenue: NA

EV / Revenue: NAEV / EBITDA: NA

July 7, 2016

TA Associates’ majority investment in Professional Datasolutions

Professional Datasolutions (PDI) provides enterprise resource planning software that addresses various functional areas,

including retail automation, supply chain management, workforce management, analytics, and financial reporting.

The company’s client base includes more than 300 convenience store retailers and petroleum wholesale marketers,

representing more than 31,000 locations worldwide.

TA Associates is partnering with PDI and will support various growth initiatives, including further investment in development

resources to support new products and providing acquisition capital to improve the company’s strong market position.

Ent. Value: NARevenue: NA

EV / Revenue: NAEV / EBITDA: NA

May 24, 2016

ABRY Partners’ acquisition of a majority stake in SambaSafety

SambaSafety provides SaaS-based driver risk management software and information to employers, insurance companies,

background screeners, and fleet management companies.

The company’s solutions enable clients with large commercial and non-commercial fleets to easily identify and address unsafe

driving behavior and take the appropriate actions necessary to maintain the safety of drivers and passengers.

ABRY's investment demonstrates the growing importance of driver risk solutions today, and strategically positions SambaSafety

to be a transformative force in the market.

Ent. Value: NARevenue: NA

EV / Revenue: NAEV / EBITDA: NA

April 6, 2016

Genstar Capital’s acquisition of Accruent

Accruent is a global provider of property and facility management software and services to the real estate, retail, healthcare,

education, telecom, and public sector industries, among others.

The company’s customer base is comprised of over 5,400 organizations, including 40% of the top 100 retailers, 20% of the

Fortune 500, and all of the top five U.S. wireless carriers.

Post acquisition, Genstar will support management in its pursuit of various organic and inorganic growth initiatives to fortify the

company’s leadership position in the U.S. and internationally.

May 18, 2016

Ent. Value: NARevenue: NA

EV / Revenue: NAEV / EBITDA: NA

PAGE | 4

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

SOFTWARE ACQUISITION ACTIVITY – STRATEGIC ACQUIRERS

MOST ACTIVE STRATEGIC ACQUIRERS OF SOFTWARE ASSETS BY VOLUME

GLOBAL STRATEGIC ACQUIRER SOFTWARE M&A ACTIVITY BY VOLUME

The 10 most active strategic software consolidators combined for 46 acquisitions in 1H 2016, with IBM and Microsoft being the most active with 20 collective acquisitions to date.

Microsoft is actively pursuing investments that enhance its Azure and cloud services capabilities through analytics and machine learning, and expanding its presence in mobile. Recent investments in Solair and Wand Labs are part of a broader strategy towards developer integration as Microsoft seeks to redefine computer interaction through software.

Global strategic software M&A registered 345 transactions in 2Q 2016, representing the lowest volume quarter since 1Q 2015, but remains in line with historical averages over the last four years.

Strategic software M&A cooled in 1H 2016, with the fewest number of deals and lowest deal value since 1H 2014. After a strong 2015, many active acquirers are digesting past acquisitions and focused on delivering planned synergies. European M&A activity also slowed in part because of the run-up to the Brexit vote.

362412

352 352 333 327 324371

340309

402454 437 434

406

345

3Q '12 4Q '12 1Q '13 2Q '13 3Q '13 4Q '13 1Q '14 2Q '14 3Q '14 4Q '14 1Q '15 2Q '15 3Q '15 4Q '15 1Q '16 2Q '16

712

58 10

7 7 52 3

5

9

5

98

52 7

9 9

286

10

49

1 55 8 4

12

13

1810

3

6 63

33

6

12

8

5 5

4 2 2 2

1H 2016

2015

2014

2013

2012

(# of Transactions)

(# of Transactions)

Note: Includes control investments only.

PAGE | 5

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

SOFTWARE ACQUISITION ACTIVITY – PRIVATE EQUITY

MOST ACTIVE PRIVATE EQUITY BUYERS OF NEW SOFTWARE PLATFORMS BY VOLUME

GLOBAL NEW PLATFORM PRIVATE EQUITY SOFTWARE M&A ACTIVITY BY VOLUME

The 10 most active software investors completed 34 platform investments in 1H 2016. Vista Equity and Thoma Bravo remain the most active, completing seven and five new platform investments, respectively.

With record levels dry powder, private equity continues to seek opportunities in the public markets as stock market volatility has depressed valuations, especially for small cap software assets. Notable 2Q 2016 take-private transactions, include SciQuest / Accel-KKR, Qlik / Thoma Bravo, and Marketo / Vista Equity, and Cvent / Vista Equity.

Globally, private equity registered 61 new software platform acquisitions in 2Q 2016, which represents a 19% increase over the prior quarter.

Software remains a “hot” segment for private equity managers, in part due to an abundance of dry powder and a favorable fundraising environment. In addition, institutional lenders and private credit funds remain active within the software sector as they compete for high quality credits.

96

3 2 31 2

42 3

7

3

42

35 2

13

3

9

5

36 3 4

44 3

3

6

5

75 7

3 7 42

3

7

5

34 2

4 12

42

1H 2016

2015

2014

2013

2012

4246

41 38

47 45 43

32

48 47 44

54 56

47 50

61

3Q '12 4Q '12 1Q '13 2Q '13 3Q '13 4Q '13 1Q '14 2Q '14 3Q '14 4Q '14 1Q '15 2Q '15 3Q '15 4Q '15 1Q '16 2Q '16

(# of Platform Transactions)

(# of Platform Transactions)

Note: Includes control investments only.

PAGE | 6

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

DATE

CLOSED ACQUIRER TARGET DESCRIPTION

ENTERPRISE

VALUE (MM)

REVENUE

MULTIPLE

APPLICATION SOFTWARE – M&A MARKET SUMMARY

APPLICATION SOFTWARE M&A VOLUME (GLOBAL)

NOTABLE APPLICATION SOFTWARE M&A TRANSACTIONS

Application Software M&A registered 284 transactions in 2Q 2016, highlighting the recent slowdown in strategic software M&A, but still in line with recent historical averages.

Despite a decline in volume, median reported Application Software M&A revenue multiples remained in line with the prior four quarters, and above historical averages.

MEDIAN M&A REVENUE MULTIPLES (REPORTED)

2.1x

2.4x

1.3x

1.4x 1.5x

1.6x

2.5x2.5x

2.1x

2.3x2.3x

1.4x

2.5x

2.3x

2.5x2.4x

2.5x

Private equity continues to exhibit a strong appetite for large technology buyouts, finding creative ways to share risk through partnering and joint ventures with strategic buyers.

Some of the more notable 2Q 2016 partnering deals include Apex and PAG Asia’s pending take private of Lexmark, Bain Capital and Vista Equity’s acquisition of Vertafore, and GI Partners and Allscripts’ acquisition of Netsmart, which combined represent over $7.0 billion in enterprise value.

MEDIAN

288

266

298

244 246 252 251

227

282 271

289

272

319 320 316 313

284

2Q '1

2

3Q '1

2

4Q '1

2

1Q '1

3

2Q '1

3

3Q '1

3

4Q '1

3

1Q '1

4

2Q '1

4

3Q '1

4

4Q '1

4

1Q '1

5

2Q '1

5

3Q '1

5

4Q '1

5

1Q '1

6

2Q '1

6

2Q '1

2

3Q '1

2

4Q '1

2

1Q '1

3

2Q '1

3

3Q '1

3

4Q '1

3

1Q '1

4

2Q '1

4

3Q '1

4

4Q '1

4

1Q '1

5

2Q '1

5

3Q '1

5

4Q '1

5

1Q '1

6

2Q '1

6

Pending Constellation Software, Inc. Bond International Software Plc Talent management, HR, and payroll software. $74 NA

Pending Apex Technology & PAG Asia Capital Lexmark International, Inc. Printing, imaging, document workflow, and content management software and serv ices. $3,409 1.0x

Pending NICE Systems Ltd. inContact, Inc. Contact and data center software solutions for security-sensitive organizations. $864 3.7x

Pending Siemens AG CD-adapco Engineering simulation software, support and serv ices. $970 NA

Pending Silver Lake Partners Cegid Group ERP and business management software for midsized companies. $720 2.3x

07/01/16 Wolters Kluwer NV Enablon SA Sustainability and performance management software for all industries. $278 5.6x

06/30/16 Bain Capital & Vista Equity Partners Vertafore, Inc. Enterprise and content management software and serv ices for the insurance industry. $2,700 NA

06/20/16 Spectris plc Capstone Technology Corp. Decision support and process control optimization software for processing industry. $23 NA

06/16/16 Cast & Crew Entertainment Serv ices C.A.P.S., Inc. HR, payroll and accounting software for the entertainment and production industries. NA NA

06/06/16 Aspen Technology, Inc. Fidelis Group LLC Fixed asset monitoring and performance management software. NA NA

06/01/16 Tyler Technologies, Inc. ExecuTime Software LLC Workforce management and scheduling software for the public sector. NA NA

05/24/16 TA Associates Management LP Professional Datasolutions, Inc. ERP and retail automation software for retailers and wholesale marketers. NA NA

05/19/16 Mediaocean LLC ColSpace Corp. Digital media management software for agencies and advertisers. NA NA

05/18/16 Genstar Capital LLC Accruent LLC Real estate property and facility management software. NA NA

05/02/16 Open Text Corp. HP, Inc./Customer Experience Software Web content, digital experience, and workforce optimization software. $170 NA

05/02/16 Open Text Corp. ANXeBusiness Corp. Managed payment, compliance, security and connectiv ity solutions. $104 NA

04/19/16 GI Partners & Allscripts Healthcare Netsmart Technologies, Inc. Enterprise software for the health and human serv ices industry. $950 NA

04/04/16 Mercator Solutions FZE Revenue Management Systems, Inc. Revenue cycle management software for the airline industry. NA NA

03/31/16 Basware, Inc. Verian Technologies, Inc. Purchasing and invoice processing software. $36 3.4x

$499 3.4x

PAGE | 7

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

38

42

55

38

49 47

45 46

60

54 53

65

68 70

55

52 51

NOTABLE SAAS M&A TRANSACTIONS

5.5x

4.9x

5.8x

4.6x

5.3x

4.4x

5.3x

5.6x 5.7x

4.4x

3.5x

3.9x

4.4x4.2x

4.6x4.9x

5.6x

SAAS – M&A MARKET SUMMARY

SAAS M&A VOLUME (GLOBAL)

SaaS M&A volume registered 51 transactions in 2Q 2016, which is consistent with the prior two quarters and inline with historical four years averages.

Median reported SaaS transaction multiples increased to 5.6x revenue in 2Q 2016, representing the highest mark since 2Q 2014.

In 2Q 2016, strategic buyers and private equity invested across a broad set of verticals, with the healthcare, energy, construction, and logistics verticals being among the most active areas.

In particular, Oracle continued its vertical M&A strategy, spending over $1.1 billion on the acquisitions of Opowerand Textura, two market leaders in the energy and construction sectors, respectively.

MEDIAN M&A REVENUE MULTIPLES (REPORTED)

DATE

CLOSED ACQUIRER TARGET DESCRIPTION

ENTERPRISE

VALUE (MM)

REVENUE

MULTIPLE

2Q '1

2

3Q '1

2

4Q '1

2

1Q '1

3

2Q '1

3

3Q '1

3

4Q '1

3

1Q '1

4

2Q '1

4

3Q '1

4

4Q '1

4

1Q '1

5

2Q '1

5

3Q '1

5

4Q '1

5

1Q '1

6

2Q '1

6

2Q '1

2

3Q '1

2

4Q '1

2

1Q '1

3

2Q '1

3

3Q '1

3

4Q '1

3

1Q '1

4

2Q '1

4

3Q '1

4

4Q '1

4

1Q '1

5

2Q '1

5

3Q '1

5

4Q '1

5

1Q '1

6

2Q '1

6

Pending Vista Equity Partners Marketo, Inc. SaaS-based engagement marketing software. $1,484 6.6x

Pending Accel-KKR LLC SciQuest, Inc. SaaS-based e-procurement, supply, and materials management platform. $357 3.4x

Pending Vista Equity Partners Cvent, Inc. SaaS-based event management and email marketing software. $1,342 6.7x

Pending Bain Capital Investors LLC Navicure, Inc. SaaS revenue cycle management software for physician practices. NA NA

Pending Visma AS Fortnox AB SaaS business management software for companies, schools, and accounting firms. $163 10.6x

Pending Verizon Communications, Inc. Telogis, Inc. GPS based software to manage mobile resources and fleets. NA NA

07/21/16 Hearst Corp. MedHOK, Inc. SaaS-based healthcare compliance software platform. $280 5.1x

07/20/16 Open Text Corp. Recommind, Inc. Web-based eDiscovery software and managed serv ices. $163 NA

07/11/16 SalesForce.com Demandware, Inc. Cloud-based ecommerce solutions for retailers and branded manufacturers. $2,670 10.5x

07/07/16 Thoma Bravo LLC Elemica, Inc. Web-based supply chain operating network for process industries. NA NA

07/01/16 Becker Professional Education ACAMS Online training and certification solutions for AML / financial crime prevention. $330 NA

06/20/16 Bankrate, Inc. NextAdvisor, Inc. Online personal financial planning software. $225 NA

06/14/16 Oracle Corp. Opower, Inc. SaaS customer engagement and data analytics solutions for the utility industry. $491 3.2x

06/10/16 Oracle Corp. Textura Corp. SaaS project and workforce management software for the construction industry. $616 6.7x

06/09/16 Workforce Software LLC Workplace Systems Ltd. SaaS-based workforce management software for the retail and hospitality sectors. NA NA

06/01/16 Kewill Ltd. LeanLogistics, Inc. SaaS-based transportation management and supply chain software. $115 NA

04/29/16 ABRY Partners LLC SAMBA Holdings, Inc. Web-based driver-record monitoring software. NA NA

04/14/16 Insight Venture Partners Diligent Corp. SaaS-based shareholder proxy management software. $361 3.6x

04/04/16 ResMed, Inc. Brightree LLC Cloud-based software solutions to the post-acute industry. $800 8.3x

$359 6.6x

HW&CO. CONFIDENTIAL

HW&CO. CONFIDENTIAL

MEDIAN

PAGE | 8

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

NOTABLE DATA AND ANALYTICS M&A TRANSACTIONS

82

73 74

64

71 74

64 67

72 76

99

89

105

112

102

82

87

DATA AND ANALYTICS – M&A MARKET SUMMARY

DATA AND ANALYTICS M&A VOLUME (GLOBAL)

Data and Analytics M&A volume appears to have stabilized in 2Q 2016 with 87 reported transactions.

Median reported Data and Analytics sector transaction multiples rebounded in 2Q 2016 to 3.1x revenue, the second highest quarter in the last four years.

Data and Analytics companies are garnering strong interest from strategic buyers as they seek to bolster their solutions suites to capitalize on increased access to information that enables decision making.

In one of the largest deals in the sector, Quintiles announced the acquisition of IMS Health for $12.9 billion, or 4.2x revenue. Quintiles plans to integrate IMS Health’s extensive technology services into its CRO practice, enabling it to leverage both data and scientific expertise.

MEDIAN M&A REVENUE MULTIPLES (REPORTED)

1.6x

0.9x

1.8x

1.1x

0.9x

1.4x

1.3x

1.9x 1.9x

2.7x

3.3x

2.8x

2.0x

2.6x2.6x

1.9x

3.1x

DATE

CLOSED ACQUIRER TARGET DESCRIPTION

ENTERPRISE

VALUE (MM)

REVENUE

MULTIPLE

2Q '1

2

3Q '1

2

4Q '1

2

1Q '1

3

2Q '1

3

3Q '1

3

4Q '1

3

1Q '1

4

2Q '1

4

3Q '1

4

4Q '1

4

1Q '1

5

2Q '1

5

3Q '1

5

4Q '1

5

1Q '1

6

2Q '1

6

2Q '1

2

3Q '1

2

4Q '1

2

1Q '1

3

2Q '1

3

3Q '1

3

4Q '1

3

1Q '1

4

2Q '1

4

3Q '1

4

4Q '1

4

1Q '1

5

2Q '1

5

3Q '1

5

4Q '1

5

1Q '1

6

2Q '1

6

Pending Thoma Bravo LLC Qlik Technologies, Inc. Cloud-based business intelligence and data analytics software. $2,496 4.0x

Pending Quintiles Transnational Holdings, Inc. IMS Health Holdings, Inc. Data analytics software and serv ices for the healthcare industry. $12,912 4.2x

Pending Experian Plc CSIdentity Corp. Identity theft prevention and fraud detection solutions for government agencies. $360 NA

Pending Guidewire Software, Inc. EagleEye Analytics, Inc. Predictive analytics software for the property and casualty insurance industry. $42 NA

06/27/16 E2open, Inc. Orchestro, Inc. Demand execution and preemptive analytics for retail and omni-channel fulfillment. NA NA

06/07/16 Fortinet, Inc. AccelOps, Inc. Analytics-driven IT operations and cloud management software. $32 NA

06/01/16 Genstar Capital IHS, Inc. (OERM) Sustainability management and optimization software for businesses and governments. NA NA

06/01/16 Veritas Capital Verisk Health, Inc. Risk assessment and decision analytics software for the healthcare industry. $820 NA

05/25/16 IMS Health Holdings, Inc. Privacy Analytics, Inc. Data masking and de-identification software for the healthcare industry. NA NA

05/25/16 Mediware Information Systems, Inc. Bowman Systems LLC Information management software and analytics for the social serv ices industry. NA NA

05/19/16 Grafton Capital Ltd. Board International SA Performance management and data analytics software. NA NA

04/27/16 Cloudmedx, Inc. Gyrus Labs Medical data analytics and serv ices for the healthcare industry. NA NA

04/15/16 Alert Logic, Inc. Click Security, Inc. Network security analytics software and serv ices. NA NA

04/13/16 OpenGov, Inc. Ontodia, Inc. Open data and performance management solutions for the public sector. NA NA

04/08/16 IBM Truven Health Analytics, Inc. Data analytics and performance benchmarking solutions for the healthcare industry. $2,600 NA

04/08/16 Serv iceNow, Inc. ITapp Cloud-based management and data privatization software. $15 NA

04/04/16 Medidata Solutions, Inc. Intelemage LLC Image transfer and electronic data capture software for healthcare organizations. $19 NA

02/16/16 SAP SE MeLLmo, Inc. Data analytics workflow and sharing platform. NA NA

01/26/16 Tyco International Plc ShopperTrak RCT Corp. Business analytics software for the retail industry. $175 2.3x

$268 4.0xMEDIAN

PAGE | 9

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

58

55

67

38

61

56 55 53

48

56

47 45

50

36

52

44

57

3.8x

3.0x

2.3x

1.9x

1.7x

1.2x

2.4x2.5x

2.9x

2.4x

2.7x

3.0x3.2x

3.3x

2.6x

2.9x

2.6x

NOTABLE INFRASTRUCTURE SOFTWARE M&A TRANSACTIONS

INFRASTRUCTURE SOFTWARE – M&A MARKET SUMMARY

INFRASTRUCTURE SOFTWARE M&A VOLUME (GLOBAL)

Infrastructure Software M&A activity increased 30% with 57 registered transactions in 2Q 2016, the highest volume quarter since 2Q 2013.

2Q 2016 median reported Infrastructure Software M&A revenue multiples decreased slightly, but remained consistent with historical periods.

IT security, mobile app development, and Infrastructure-as-a-Service platforms were among the most prevalent acquisition targets in Infrastructure Software.

Security software has garnered significant attention from both strategic and financial buyers in recent months, exemplified by Symantec’s pending acquisition of Blue Coat, Cisco’s pending acquisition of CloudLock, and ServiceNow’spending acquisition of Brightpoint Security.

MEDIAN M&A REVENUE MULTIPLES (REPORTED)

DATE

CLOSED ACQUIRER TARGET DESCRIPTION

ENTERPRISE

VALUE (MM)

REVENUE

MULTIPLE

MEDIAN

2Q '1

2

3Q '1

2

4Q '1

2

1Q '1

3

2Q '1

3

3Q '1

3

4Q '1

3

1Q '1

4

2Q '1

4

3Q '1

4

4Q '1

4

1Q '1

5

2Q '1

5

3Q '1

5

4Q '1

5

1Q '1

6

2Q '1

6

2Q '1

2

3Q '1

2

4Q '1

2

1Q '1

3

2Q '1

3

3Q '1

3

4Q '1

3

1Q '1

4

2Q '1

4

3Q '1

4

4Q '1

4

1Q '1

5

2Q '1

5

3Q '1

5

4Q '1

5

1Q '1

6

2Q '1

6

Pending Symantec Corp. Blue Coat, Inc. Web security and wide area network (WAN) optimization software. $6,299 10.5x

Pending Rambus, Inc. Snowbush IP Assets Advanced analog and mixed-signal IP technology for ASSP, ASIC, and SoCs. $33 1.5x

Pending Foxconn Singapore Pte Ltd. SMART Technologies, Inc. Touch-enabled application display and monitoring software. $195 0.5x

Pending SIRIS Capital Group LLC Xura, Inc. Digital communications software for communication serv ice providers. $617 2.1x

Pending Serv iceNow, Inc. Brightpoint Security, Inc. Predictive threat intelligence and command center software. NA NA

Pending Golden Brick Silk Road Fund Opera Software ASA Web browser and mobile application software and serv ices. $1,271 2.1x

Pending Francisco Partners & Elliott Capital Dell Software, Inc. Security, systems, information management, and data analytics software. $2,000 NA

Pending Oracle Corp. Ravello Systems Ltd. Cloud-based application hyperv isor software solutions. $500 NA

Pending Cisco Systems, Inc. CloudLock, Inc. Cloud data security software for protection against malware and data security breaches. $293 32.2x

06/30/16 Vista Equity Partners Ping Identity Corp. Cloud-based identity management software. NA NA

06/23/16 Thoma Bravo Bomgar Corp. Enterprise remove management software and serv ices. $282 4.8x

06/20/16 Clearlake Capital Group LP Vision Solutions, Inc. Data center software to protect data and minimize downtime. NA NA

06/02/16 Help/Systems LLC Linoma Group, Inc. Encryption and file transfer protocol (FTP) software. NA NA

06/01/16 SolarWinds, Inc. LogicNow Ltd. IT serv ice management (ITSM) platform for IT professionals. NA NA

05/31/16 BroadSoft, Inc. Intellinote, Inc. Team-based application development platform. NA NA

05/17/16 Magnitude Software, Inc. Datalytics Technologies LLC Enterprise data warehouse software solutions. NA NA

05/04/16 Smart Bear Software, Inc. CrossBrowserTesting.com LLC Web-based browser testing software for mobile and desktop systems. NA NA

05/02/16 Micro Focus International Plc Serena Software, Inc. Software managing application development, DevOps and IT operations. $540 3.1x

02/05/16 Silver Lake Partners & Thoma Bravo SolarWinds, Inc. Enterprise-class IT and infrastructure management software. $4,217 8.7x

$540 3.1x

PAGE | 10

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

4% 5% 6% 4% 6% 5% 6% 4% 2% 4% 2% 4% 4% 2% 4% 2% 2%

23% 26% 21% 28% 31%

19% 29%

17% 14%

24%

7%

22% 28%

16% 22%

17% 11%

20% 18%

31% 31%

30%

22%

19%

33%

26%

26%

24%

33% 26%

17%

32%

26%

25%

28% 32% 15%

17% 13%

34% 15% 26%

20%

16%

11%

22% 17%

29%

14% 39%

28%

26% 20%

27% 21% 21% 21%

31% 20%

37% 30%

55%

18% 25%

36% 28%

15%

33%

2Q-12 3Q-12 4Q-12 1Q-13 2Q-13 3Q-13 4Q-13 1Q-14 2Q-14 3Q-14 4Q-14 1Q-15 2Q-15 3Q-15 4Q-15 1Q-16 2Q-16

Seed Series A Series B Series C Series D / or later

PRIVATE PLACEMENT CAPITAL RAISED BY ROUND (AS PERCENTAGE OF TOTAL REPORTED PRIVATE PLACEMENT CAPITAL)

In 2Q 2016, private placement activity remained consistent with the prior quarter with $10.3 billion of total reported capital raised.

Private placement activity increased both in terms of capital invested and deal volume in 2Q 2016, but remained below 2014 and 2015 levels. Application Software and SaaS accounted for the largest increases in volume while Data & Analytics and Infrastructure Software activity slowed.

PRIVATE PLACEMENT ACTIVITY BY SOFTWARE SECTOR

Late stage (Series C or later) rounds continue to attract private investors, accounting for 61% of private capital invested in 2Q 2016.

Several high profile late stage transactions accounted for a significant percentage of capital deployed, including Uber ($3.5B), Snapchat ($1.3B) and Slack ($200m).

PRIVATE PLACEMENTS BY SOFTWARE SUB-SECTOR AND NEW CAPITAL RAISED

700

902

740

820 829

912

829

940 952

1013 997 1033

960

754

869894

$0

$2,000

$4,000

$6,000

$8,000

$10,000

$12,000

$14,000

$16,000

0

100

200

300

400

500

600

700

800

900

1,000

1,100

1,200

3Q-12 4Q-12 1Q-13 2Q-13 3Q-13 4Q-13 1Q-14 2Q-14 3Q-14 4Q-14 1Q-15 2Q-15 3Q-15 4Q-15 1Q-16 2Q-16

$ i

n M

illio

ns

Vo

lum

e

Application Software SaaS Data & Analytics Infrastructure Software Total New Capital (Reported)

PAGE | 11

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

SELECT RECENT SOFTWARE PRIVATE PLACEMENTS

ROUND INVESTORS (CURRENT ROUND) DESCRIPTIONCOMPANYDATEROUND

SIZE ($M)SECTOR

TOTAL RAISED

($M)

06/23/16 Infrastructure B $20 $35 Google Ventures; Two Sigma Ventures LLC; Sequoia Capital;

BOLDstart Ventures; Ev olution Equity Partners GmbH

Prov ider of cloud-based cybersecurity rating and risk

monitoring platform.

06/14/16 SaaS A $25 $28

Infinite Potential Technologies LP; OMERS Ventures

Management, Inc.; Real Inv estment Management, Inc.; BDC

Venture Capital;

Prov ider of a digital health and wellness platform.

06/09/16 SaaS D $75 $181

Notion Capital Ltd.; American Express Ventures; Creditease Israel

Innov ation; DCVC Management Co. LLC; HSBC Holdings Plc;

Pav ilion Capital Partners LLC

Prov ider of procurement, supplier management, and

electronic inv oicing software.

06/08/16 Infrastructure D $100 $177 Blackstone Corporate Priv ate Equity; Insight Venture

Management LLC

Prov ider of infrastructure software and cybersecurity

products and serv ices.

06/08/16 SaaS C $65 N.A. Sumeru Equity Partners LPProv ider of SaaS-based property management

software.

06/08/16Data &

Analytics A $28 N.A. 83North Management Ltd.; Accel Partners LLC

Prov ider of process-mining and big data analytics

software.

06/03/16 Infrastructure C $33 $99

Wednesday Management LLC; Highland Capital Partners LLC;

Madrona Venture Group LLC; Kleiner Perkins Caufield & Byers

LLC; Allen Holding, Inc.

Prov ider of enterprise data storage platform.

05/25/16 Infrastructure C $40 $65 Jackson Square Ventures; JMI Management, Inc.; General

Atlantic LLCProv ider of data rich file handling and storage software.

05/24/16 Infrastructure D $22 $45

Alloy Ventures, Inc.; Battery Ventures; First Round Capital; Scale

Management LLC; Greylock Management Corp.; August

Capital Master Management Co. LLC

Prov ider of data-driv en email security solutions.

05/19/16 SaaS B $10 $12 Elaia Partners SAS; Iris Capital Management SAS; Accel Partners

LLC

Prov ider of SaaS-based platform for insurance fraud

detection.

05/10/16 Infrastructure B $50 $100 Pamplona Capital Management LLPProv ider of cloud-based internet and application

monitoring solutions.

05/04/16 SaaS B $8 $14 Grotech Ventures; Relev ance Capital; MK Capital Co.Prov ider of cloud-based parking management

solutions.

Note: Financial information presented above represents reported capital raised only.

PAGE | 12

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

PUBLIC SOFTWARE VALUATION MULTIPLES BY SECTOR

EBITDA MULTIPLE ANALYSIS 2Q 2016 VS. 2Q 2015

10.0x

7.6x

6.6x

5.0x

6.3x

4.9x 4.7x

4.1x

5.3x

4.0x

8.3x

3.3x

4.2x

3.4x3.7x

2.1x

1.1x

9.2x

6.7x 6.5x

5.8x 5.6x5.3x

4.9x4.7x 4.5x 4.4x

4.2x 4.2x3.5x

2.9x 2.9x

2.0x

1.0x

2Q 2015 2Q 2016

69.1x

50.7x

17.5x

47.1x

22.3x 21.3x

45.5x

17.4x

28.6x

13.5x16.6x

9.1x

15.1x

19.6x

23.9x

11.6x15.7x

40.8x 40.8x

15.8x

34.2x

24.7x

18.4x

19.9x

15.0x 14.0x 14.9x 14.0x9.5x 9.5x 9.5x

13.0x9.9x

17.1x

2Q 2015 2Q 2016

REVENUE MULTIPLE ANALYSIS 2Q 2016 VS. 2Q 2015STOCK PERFORMANCE (1- & 3-YEAR)

13.0%

15.2%

(2.0%)

13.8%

4.9%

6.3%

1.1%

(2.3%)

(10.5%)

3.7%

(21.3%)

5.3%

(5.8%)

(22.9%)

(24.3%)

(21.4%)

(13.9%)

43.1%

23.0%

72.4%

107.0%

39.3%

100.1%

29.4%

39.3%

2.5%

51.9%

39.6%

18.4%

17.6%

(2.5%)

(1.5%)

(3.5%)

(41.8%)

1 Yr Stock 3 Yr Stock

Large-Cap SaaS

HCM

Financial

Marketing

SCM & Logistics

Public Sector / Non-Profit

Small-Cap SaaS

PLM & Engineering

HCIT

Enterprise

IT Security

Bellwethers

IT Operations Mgmt.

Data & Analytics

Communication

Data Storage

Energy

PAGE | 13

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

`

KEY METRICS BY SECTOR – COMPARABLE PUBLIC SOFTWARE COMPANIES

9.2x

6.7x

6.5x

5.8x

5.6x

5.3x

4.9x

4.7x

4.5x

4.4x

4.2x

4.2x

3.5x

2.9x

2.9x

2.0x

1.0x

Large-Cap SaaS

HCM

Financial

Marketing

SCM & Logistics

Public Sector / Non-Profit

Small-Cap SaaS

PLM & Engineering

HCIT

Enterprise

IT Security

Bellwethers

IT Operat ions Mgmt.

Data & Analytics

Communication

Data Storage

Energy

EV / LTM REVENUE MULTIPLE NTM REVENUE GROWTH LTM EBITDA MARGINNTM EBITDA GROWTH NTM REVENUE GROWTH LTM EBITDA MARGINNTM EBITDA GROWTH

COMPARABLE COMPANY SET MEDIANS CORRELATION WITH EV / REVENUE MULTIPLE

27% 95% 12% 62% - 44%

27% 56% 20% 78% - -

7% 34% 34% 65% - 92%

22% 92% 12% 80% 19% 65%

10% 40% 26% 18% - 88%

15% 24% 23% 72% 90% 49%

22% 81% 12% 45% - -

6% 31% 24% 27% - 62%

15% 43% 15% 76% 47% -

7% 24% 27% 59% 93% 18%

25% 32% 26% 32% - 66%

- 24% 30% 74% 89% 27%

13% 53% 19% 66% 25% -

8% 32% 19% 80% - 64%

8% 82% 17% 49% - 51%

6% 40% 17% 34% 43% 19%

(3%) 4% 20% 16% - 74%

PAGE | 14

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

SUMMARY OF TECHNOLOGY IPOS

The IPO market has been in the doldrums, with activity hitting a seven-year low in 1Q 2016, though 2Q showed reason to be hopeful for 2H 2016.

Twilio, which went public in June, raising $150 million, was the largest IPO of the quarter. Besides Twilio, the only other technology company to IPO this year has been SecureWorks, which went public in April, raising $112 million at $14 a share, a lower price than it had originally expected.

Despite public market turbulence, the tech sector continues to be remarkably patient as many technology companies have raised a significant amount of private capital, and can afford to be opportunistic about when and how to approach the IPO market.

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

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

15%

40%

45%

< 25% 25 - 75% > 75%

5%

35%

20%

40%

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

8%

23%

38%

31%

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

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

6

16

13 13

11

18

7

11

5

15

3

8

0

2

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

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

2013 Total: 48 2014 Total: 47 2016 Total: 22015 Total: 31

PAGE | 15

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

(150.0%)

(125.0%)

(100.0%)

(75.0%)

(50.0%)

(25.0%)

0.0%

25.0%

50.0%

75.0%

100.0%

125.0%

150.0%

5/20/15 6/4/15 6/18/15 6/25/15 6/25/15 6/25/15 6/30/15 7/16/15 10/6/15 11/12/15 11/18/15 11/18/15 12/9/15 4/21/16 6/22/16

$25.0 $17.0 $14.0 $8.0 $12.0 $14.0 $19.0 $16.0 $17.0 $16.0 $9.0 $10.0 $21.0 $14.0 $15.0

$222.5 $195.5 $100.1 $56.3 $74.4 $98.0 $156.8 $103.2 $425.0 $70.4 $243.0 $77.5 $462.0 $112.0 $150.0

19.6% (37.2%) (3.1%) (15.6%) 2.2% 65.3% (48.8%) (16.4%) (22.2%) 11.4% 57.3% (2.7%) 16.2% 0.7% 143.3%

Circle Size Denotes Revenue ($)

% R

ev

en

ue

Gro

wth

Sto

ck

Pe

rfo

rma

nc

e

KEY PERFORMANCE METRICS FOR RECENT SOFTWARE IPOS

IPO DATE

OFFER PRICE

OFFERING SIZE ($M)

OFFER TO CURRENT

19.6%

(37.2%)

(3.1%)

(15.6%)

2.2%

65.3%

(48.8%)

(16.4%)(22.2%)

11.4%

57.3%

(2.7%)

16.2%

0.7%

143.3%

11.8%

293.0%

57.4% 34.8%

102.3% 26.9%

194.4%

52.6%

540.7%

150.0%

107.0%

45.4% 64.3%

29.5%

117.1%

(150.0%)

(50.0%)

50.0%

150.0%

250.0%

350.0%

450.0%

550.0%

650.0%

750.0%

PAGE | 16

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

15.5%

9.1%

11.4%

13.8%

14.5%

15.9%

19.7%

Other

Services & Leasing

Automotive

Food & Beverage

Insurance

Technology

Healthcare

63% 60%

50%

57%

55%

60%

66%

60% 58%

49%

2007 2008 2009 2010 2011 2012 2013 2014 2015 1H2016

4.1x 4.0x

3.4x

3.8x 3.8x

4.3x

4.7x 4.7x

5.6x

4.5x

3.3x

4.2x 4.3x4.5x

4.8x

5.3x 5.3x

4.5x

1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 1H'16

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

LBO LOAN VOLUME BY INDUSTRY MEDIAN LBO DEBT PERCENTAGES

DEBT MARKET OVERVIEW

MIDDLE MARKET LBO LOAN MULTIPLES MIDDLE MARKET LBO VOLUME BY QUARTER

1H 2016 New-Issue LBO Loan Volume: $1.5 billion Percentage of Total Purchase Price

Middle market LBO loan multiples tightened in 1H 2016 with a median total leverage of 4.5x EBITDA.

Middle market LBO loan volumes decreased in 2Q 2016, which is consistent with the decline in M&A activity in both volume and deal value.

Technology companies were the second largest recipients of LBO loans in 2016.

Lenders continue to demand higher equity contributions from sponsors as evidenced by the decline in debt as percentage of total purchase price to a nine-year low of 49%.

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

$0.6B$0.7B

$1.0B

$2.0B

$1.2B

$1.6B$1.5B

$1.8B

$1.2B

$1.9B$2.0B

$0.4B

$0.9B

$0.5B

1Q'13 2Q'13 3Q'13 4Q'13 1Q'14 2Q'14 3Q'14 4Q'14 1Q'15 2Q'15 3Q'15 4Q'15 1Q'16 2Q'16

Institutional Pro Rata

PAGE | 17

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

SELECT HW&CO. TMT TRANSACTIONS

has been acquired by

DIGITAL

MEDIA

has merged with

SUPPLY CHAIN

SOFTWARE

ERP / BUSINESS

MANAGEMENT

has received a

significant equity

investment from

has been acquired by

NON-PROFIT

SOFTWARE

has received a

majority equity

investment from

PUBLIC SECTOR

SOFTWARE

has been acquired by

INFRASTRUCTURE

SOFTWARE

has merged with

DIGITAL

MEDIA

has been

recapitalized by

SUPPLY CHAIN

SOFTWARE

has been acquired by

FINANCIAL

TECHNOLOGY

has been acquired by

HEALTHCARE

TECHNOLOGY

has been acquired by

DATA

ANALYTICS

has been acquired by

INFRASTRUCTURE

SOFTWARE

has been acquired by

ERP / BUSINESS

MANAGEMENT

has been acquired by

HEALTHCARE

TECHNOLOGY

has received a

majority investment

from

MARKETING

ANALYTICS

has been acquired by

HEALTHCARE

TECHNOLOGY

has been acquired by

HEALTHCARE

TECHNOLOGY

HEALTHCARE

TECHNOLOGY

has been acquired by

has been

recapitalized by

NON-PROFIT

SOFTWARE

has been acquired by

HCM

SOFTWARE

has received an

investment from

APPLICATION

SOFTWARE

has been acquired by

ENERGY

TECHNOLOGY

has been acquired by

REAL ESTATE

SOFTWARE

has been acquired by

HEALTHCARE

TECHNOLOGY

has been acquired by

EDUCATION

TECHNOLOGY

has been acquired by

EDUCATION

TECHNOLOGY

has been acquired by

INFRASTRUCTURE

SOFTWARE

has been acquired by

HEALTHCARE

TECHNOLOGY

has been acquired by

TECH-ENABLED

SERVICES

has been acquired by

FINANCIAL

TECHNOLOGY

has acquired

HEALTHCARE

TECHNOLOGY

has been acquired by

MARKETING

ANALYTICS

has been acquired by

HEALTHCARE

TECHNOLOGY

has become a wholly-

owned subsidiary of

ENERGY

TECHNOLOGY

has been acquired by

ERP / BUSINESS

MANAGEMENT

has been acquired by

ECOMMERCE

RETAIL

HCM

SOFTWARE

has been acquired by

has received a minority

equity investment from

HEALTHCARE

TECHNOLOGY

has been acquired by

LEGAL

TECHNOLOGY

has been acquired by

MARKETING

TECHNOLOGY

IT

SERVICES

has been acquired by

has been acquired by

HEALTHCARE

TECHNOLOGY

has been acquired by

DATA

ANALYTICS

has been

recapitalized by

SUPPLY CHAIN

SOFTWARE

has received a minority

investment from

ENERGY

TECHNOLOGY

has been acquired by

HEALTHCARE

TECHNOLOGY

to be acquired by

HEALTHCARE

TECHNOLOGY

has acquired

HEALTHCARE

TECHNOLOGY

has been acquired by

MANAGED

SERVICES

has been acquired by

HEALTHCARE

TECHNOLOGY

PAGE | 18

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY UNIVERSE

SA

AS

HO

RIZ

ON

TAL

INFR

ASTR

UC

TUR

E

SO

FTW

AR

EV

ER

TIC

AL

APPLI

CA

TIO

N S

OFTW

AR

E

Software Bellwethers Google Microsoft IBM Oracle Cisco SAP Salesforce EMC HP

Communication Software Nuance NICE Synchronoss BroadSoft Tangoe Jiv e MobileIron

Enterprise Software IBM Oracle SAP Adobe ADP Intuit Sage Constellation Open Text TOTVS

Human Capital Management (HCM) Paychex Workday Ultimate Paycom Cornerstone Paylocity Benefitfocus Xactly Halogen

Marketing Software Salesforce Adobe Criteo HubSpot Callidus ChannelAdv isor Bazaarv oice

PLM & Engineering Software Dassault Autodesk Synopsys Cadence Ansys PTC Aspen Mentor Nemetschek AVEVA

Supply Chain & Logistics Software Manhattan Fleetmatics Descartes Kinaxis SPS American Amber Road Park City Tecsys

Energy Software AVEVA Silv er Spring EnerNOC PSI

Financial Software Fiserv SS&C MSCI Black Knight Jack Henry FIS BATS Env estnet Q2 Holdings Bottomline

Healthcare IT (HCIT) Cerner athenahealth Veev a Allscripts Medidata Press Ganey Inov alon HMS Quality Systems Impriv ata

Public Sector / Non-Profit Software Constellation Tyler Tech Blackbaud NIC 2U Instructure K12

Large-Cap SaaS (≥ $2Bn Mkt Cap) Salesforce Workday Serv iceNow NetSuite Ultimate athenahealth Veev a Guidewire Medidata Proofpoint

Large-Cap SaaS (cont'd) Paycom Cornerstone ZenDesk

Small-Cap SaaS (≤ $2Bn Mkt Cap) Atlassian Ebix RealPage Xero Limited Fleetmatics HubSpot CyberArk RingCentral LogMeIn Benefitfocus

Small-Cap SaaS (cont'd) Alarm.Com Callidus Qualys Q2 Holdings inContact SPS Fiv e9 Workiv a MINDBODY IntraLinks

Small-Cap SaaS (cont'd) AppFolio Hortonworks Instructure Xactly Castlight Health Model N Bazaarv oice Amber Road

Data & Analytics Splunk Teradata Tableau Verint Inov alon Pegasystems MicroStrategy PROS Holdings

IT Operations Management VMware Red Hat Citrix CA Serv iceNow F5 Networks Micro Focus Arista Software AG NetScout

IT Operations Management (cont'd) New Relic Progress Infoblox Radware

Data Storage EMC Iron Mountain NetApp Brocade CommVault Box Barracuda Nimble Storage Carbonite

IT Security Cisco Check Point VeriSign Palo Alto Symantec Gemalto Fortinet Trend Micro Proofpoint FireEye

IT Security (cont'd) CyberArk Cheetah Mobile AVG Tech Imperv a Qualys Varonis Rapid7 Mimecast

PAGE | 19

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS

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

Company Ticker Value Capitalization Week High Performance Performance LTM NTM Margin LTM Rev. 2016E Rev. 2017E Rev. LTM EBITDA Earnings

SOFTWARE BELLWETHERS

Alphabet Inc. GOOGL $424,028 $445,745 87.2% 30.0% 58.9% 11.8% (3.6%) 31.3% 5.8x 6.0x 5.2x 12.1x 28.2x

Microsoft Corporation MSFT 340,451 393,377 88.1% 12.7% 45.7% (8.8%) (1.5%) 33.2% 5.3x 3.6x 3.5x 9.7x 28.8x

IBM Corporation IBM 177,304 145,799 87.3% (7.7%) (20.7%) (11.9%) (2.9%) 23.3% 2.2x 2.2x 2.2x 9.5x 10.9x

Oracle Corporation ORCL 158,595 164,708 92.0% (1.4%) 31.8% (3.1%) 2.5% 42.1% 4.3x 4.2x 4.1x 9.2x 18.5x

Cisco Systems, Inc. CSCO 111,018 144,918 97.7% 5.3% 18.4% 4.3% (0.0%) 29.8% 2.2x 2.2x 2.2x 6.6x 14.1x

SAP SE SAP 95,268 93,650 93.1% 8.7% 7.6% (1.1%) 7.9% 29.6% 4.2x 3.8x 3.6x 11.6x 27.7x

salesforce.com, inc. CRM 55,177 54,396 95.0% 13.8% 112.4% 24.1% 23.9% 15.1% 7.8x 6.8x 5.6x 32.6x NM

EMC Corporation EMC 52,669 54,105 96.2% 4.8% 17.3% 1.4% (0.6%) 21.4% 2.1x 2.1x 2.1x 7.7x 27.2x

HP Inc. HPQ 24,847 22,443 40.2% (5.5%) 15.7% (8.4%) (53.7%) 10.1% 0.3x 0.5x 0.5x 6.0x 6.4x

Median $111,018 $144,918 92.0% 5.3% 18.4% (1.1%) (0.6%) 29.6% 4.2x 3.6x 3.5x 9.5x 22.8x

COMMUNICATION SOFTWARE

Nuance Communications, Inc. NUAN $6,774 $4,523 74.2% (6.2%) (14.0%) 0.4% 3.1% 16.8% 3.5x 3.4x 3.3x 10.3x NM

NICE Systems Ltd. NICE 3,294 3,597 89.9% (6.5%) 63.8% (7.1%) 8.5% 23.6% 3.6x 3.3x 2.9x 13.0x 25.6x

Synchronoss Technologies, Inc. SNCR 1,654 1,527 66.2% (25.6%) 11.1% 26.6% 16.3% 27.5% 2.9x 2.5x 2.1x 8.1x 37.6x

BroadSoft, Inc. BSFT 1,178 1,225 94.2% 23.7% 49.9% 28.6% 20.7% 12.4% 4.2x 3.5x 3.0x 20.1x NM

Tangoe, Inc. TNGO 323 356 68.0% (28.2%) (41.0%) 5.7% 11.6% NA 1.5x 1.4x 1.2x 16.7x NM

Jiv e Software, Inc. JIVE 195 305 69.0% (24.3%) (77.7%) 9.6% 0.5% NM 1.0x 1.0x 1.0x NM NM

MobileIron, Inc. MOBL 178 278 46.0% (44.1%) NA 12.9% 8.3% NM 1.2x 1.1x 1.0x NM NM

Median $1,178 $1,225 69.0% (24.3%) (1.5%) 9.6% 8.5% 20.2% 2.9x 2.5x 2.1x 13.0x 31.6x

ENTERPRISE SOFTWARE

IBM Corporation IBM $177,304 $145,799 87.3% (7.7%) (20.7%) (11.9%) (2.9%) 23.3% 2.2x 2.2x 2.2x 8.5x 10.9x

Oracle Corporation ORCL 158,595 164,708 92.0% (1.4%) 31.8% (3.1%) 2.5% 42.1% 4.3x 4.2x 4.1x 9.2x 18.5x

SAP SE SAP 95,268 93,650 93.1% 8.7% 7.6% (1.1%) 7.9% 29.6% 4.2x 3.8x 3.6x 13.2x 27.7x

Adobe Systems Incorporated ADBE 46,202 47,860 95.2% 18.2% 107.0% 14.8% 22.9% 25.1% 9.7x 7.8x 6.4x 26.7x 76.0x

Automatic Data Processing, Inc. ADP 39,688 40,524 97.8% 10.0% 46.0% 0.9% 7.1% 22.5% 4.5x 3.2x 3.0x 16.9x 33.5x

Intuit Inc. INTU 26,713 26,892 96.4% 3.4% 66.4% (1.2%) 11.5% 32.8% 6.0x 5.5x 5.1x 18.1x 29.6x

Sage Group plc SGE-GB 9,531 9,119 89.6% 3.9% 57.9% 6.1% (2.5%) 28.2% 4.3x 4.3x 4.0x 15.7x 34.6x

Constellation Software Inc. CSU-CA 8,489 8,385 85.4% 0.2% 186.8% 27.6% 13.3% 24.7% 4.6x 4.1x 3.5x 18.4x 47.3x

Open Text Corporation OTEX 7,824 7,107 95.7% 44.3% 69.6% 12.9% (1.6%) 36.0% 6.0x 4.1x 3.9x 12.3x 37.1x

Median $33,201 $9,119 95.2% 3.9% 66.4% 7.7% 11.5% 25.1% 4.6x 4.1x 3.9x 16.9x 34.6x

Large-Cap

SaaS

Small-Cap

SaaS

Data &

Analytics

IT Operations

Data Storage

IT Security

Software

Bellwethers

Communication

Enterprise

HCM

Marketing

PLM &

Engineering

SCM & Logistics

Energy

Financial

HCIT

Public Sector /

Non-Profit

PAGE | 20

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D)

HUMAN CAPITAL MANAGEMENT SOFTWARE

Paychex, Inc. PAYX $19,424 $19,637 98.3% 15.2% 48.6% 8.8% 7.5% 42.7% 6.7x 6.3x 5.9x 16.0x NM

Workday, Inc. WDAY 13,796 9,397 92.1% 4.0% 23.0% 47.5% 33.8% NM 11.0x 9.1x 6.9x NM NM

Ultimate Software Group, Inc. ULTI 6,041 5,930 94.8% 22.4% 72.7% 22.2% 26.1% 10.5% 9.8x 7.8x 6.4x 40.8x NM

Paycom Software, Inc. PAYC 2,369 2,480 89.2% 19.9% NA 48.8% 43.3% 19.5% 10.5x 7.4x 5.7x 49.3x 120.0x

Cornerstone Ondemand, Inc. CSOD 2,255 2,308 96.6% 20.4% (4.8%) 28.9% 27.3% NM 6.6x 5.2x 4.2x NM NM

Paylocity Holding Corp. PCTY 2,079 2,071 86.4% 13.9% NA 49.2% 49.4% NM 13.6x 8.0x 6.4x NM NM

Benefitfocus, Inc. BNFT 1,163 1,167 83.7% (3.0%) NA 34.7% 26.9% NM 6.3x 5.0x 4.0x NM NM

Xactly Corp XTLY 339 376 96.5% 55.2% NA 24.3% 27.1% NM 4.2x 3.6x 2.9x NM NM

Halogen Software, Inc. HGN-CA 107 141 72.5% (23.9%) (56.4%) 34.3% 11.5% NM 1.6x 1.5x 1.3x NM NM

Median $2,255 $2,308 92.1% 15.2% 23.0% 34.3% 27.1% 19.5% 6.7x 6.3x 5.7x 40.8x 120.0x

MARKETING SOFTWARE

salesforce.com, inc. CRM $55,177 $54,396 95.0% 13.8% 112.4% 24.1% 23.9% 15.1% 7.8x 6.8x 5.6x 41.8x NM

Adobe Systems Incorporated ADBE 46,202 47,860 95.2% 18.2% 107.0% 14.8% 22.9% 25.1% 9.7x 7.8x 6.4x 26.7x 76.0x

Criteo SA CRTO 2,576 2,767 79.2% (9.3%) NA 36.0% NM 9.1% 1.9x 3.6x 2.9x 18.0x 46.5x

HubSpot, Inc. HUBS 1,497 1,615 76.9% (6.0%) NA 57.0% 42.2% NM 8.2x 5.8x 4.5x NM NM

Callidus Software Inc. CALD 1,002 1,106 90.0% 26.6% 191.9% 26.7% 20.5% 0.1% 5.8x 4.8x 4.0x 56.4x NM

Channeladv isor Corporation ECOM 303 365 97.4% 23.9% (11.6%) 18.5% 12.9% NM 3.0x 2.7x 2.3x NM NM

Bazaarv oice, Inc. BV 230 287 53.4% (40.9%) (62.2%) 4.5% 1.1% NM 1.2x 1.1x 1.1x NM NM

Median $1,497 $1,615 90.0% 13.8% 107.0% 24.1% 21.7% 12.1% 5.8x 4.8x 4.0x 34.2x 61.2x

PLM & ENGINEERING SOFTWARE

Dassault Systemes SA DSY-FR $17,174 $18,950 88.3% (0.7%) 19.9% 23.8% 7.3% 30.2% 5.5x 5.1x 4.7x 16.8x 42.5x

Autodesk, Inc. ADSK 11,960 12,754 86.2% 12.5% 67.8% (1.5%) (19.1%) NA 5.1x 5.9x 5.3x 27.5x NM

Synopsys, Inc. SNPS 7,385 7,953 98.0% 4.3% 45.6% 8.7% 6.8% 21.2% 3.2x 3.1x 2.9x 11.9x 33.9x

Cadence Design Systems, Inc. CDNS 7,132 7,284 95.0% 24.2% 65.7% 7.7% 7.2% 24.0% 4.2x 3.9x 3.7x 13.2x 28.9x

ANSYS, Inc. ANSS 7,055 7,739 89.3% (3.9%) 19.3% 0.7% 6.0% 45.8% 7.5x 7.1x 6.6x 14.7x 30.6x

PTC Inc. PTC 4,888 4,421 90.2% (6.5%) 53.3% (7.4%) (6.7%) 16.5% 3.9x 4.2x 4.2x 14.5x 93.0x

Aspen Technology, Inc. AZPN 3,291 3,199 83.5% (14.6%) 33.1% 10.5% 7.1% 42.2% 7.5x 6.9x 6.8x 15.2x 27.0x

Mentor Graphics Corporation MENT 2,398 2,297 76.5% (19.1%) 9.6% (5.1%) 3.0% 16.7% 2.1x 2.0x 1.9x 8.2x 24.8x

Nemetschek SE NEM-DE 2,101 2,122 89.3% 62.8% 241.0% 30.6% 15.4% 23.1% 6.6x 5.8x 5.1x 27.9x 53.3x

AVEVA Group plc AVV-GB 1,315 1,468 62.8% (22.3%) (33.6%) (3.4%) (3.1%) 26.4% 4.3x 4.5x 4.3x 17.1x 47.6x

Median $5,972 $5,852 88.8% (2.3%) 39.3% 4.2% 6.4% 24.0% 4.7x 4.8x 4.5x 15.0x 33.9x

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

Company Ticker Value Capitalization Week High Performance Performance LTM NTM Margin LTM Rev. 2016E Rev. 2017E Rev. LTM EBITDA Earnings

Large-Cap

SaaS

Small-Cap

SaaS

Data &

Analytics

IT Operations

Data Storage

IT Security

Software

Bellwethers

Communication

Enterprise

HCM

Marketing

PLM &

Engineering

SCM & Logistics

Energy

Financial

HCIT

Public Sector /

Non-Profit

PAGE | 21

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D)

SUPPLY CHAIN AND LOGISTICS SOFTWARE

Manhattan Associates, Inc. MANH $4,570 $4,628 82.5% 6.6% 221.9% 13.1% 11.0% 30.4% 8.2x 7.4x 6.8x 24.9x 44.7x

FleetMatics Group Ltd. FLTX 1,602 1,734 70.7% (5.3%) 39.3% 23.0% 20.6% 28.5% 5.6x 4.7x 4.0x 16.7x 44.7x

Descartes Systems Group Inc. DSG-CA 1,453 1,487 93.1% 22.8% 70.2% 26.0% 10.1% 32.5% 7.7x 7.1x 6.5x 24.7x 68.5x

Kinaxis, Inc. KXS-CA 892 951 95.6% 75.0% NA 50.9% 21.5% 26.2% 9.8x 8.0x 6.6x 29.7x 75.0x

SPS Commerce, Inc. SPSC 833 946 71.6% (16.3%) 1.5% 23.9% 21.7% 10.5% 5.3x 4.3x 3.6x 36.8x 203.9x

American Software, Inc. AMSWA 227 263 88.1% 4.9% 14.3% 10.7% NA NA 2.0x 1.9x 1.8x 12.6x NM

Amber Road, Inc. AMBR 194 190 92.7% 5.0% NA 3.5% 9.7% NM 2.9x 2.6x 2.3x NM NM

Park City Group, Inc. PCYG 177 178 66.1% (28.6%) 22.5% 14.4% NA NM 12.9x NM NM NM NM

TECSYS Inc. TCS-CA 86 90 91.8% 1.4% 101.2% 16.1% NA NA 1.4x 1.6x 1.5x 21.9x NM

Median $833 $946 88.1% 4.9% 39.3% 16.1% 15.8% 28.5% 5.6x 4.5x 3.8x 24.7x 68.5x

ENERGY SOFTWARE

AVEVA Group plc AVV-GB $1,315 $1,468 62.8% (22.3%) (33.6%) (3.4%) (3.1%) 26.4% 4.3x 4.5x 4.3x 17.1x 47.6x

Silv er Spring Networks, Inc. SSNI 485 612 74.3% (5.5%) (49.9%) 155.9% (38.3%) 20.1% 1.0x 1.6x 1.4x 34.0x 7.6x

EnerNOC, Inc. ENOC 202 206 60.5% (33.2%) (50.6%) (15.3%) (3.4%) NM 0.5x 0.5x 0.5x NM NM

PSI Aktiengesellschaft PSAN-DE 187 231 91.1% 24.0% (23.7%) 4.7% 6.7% 5.4% 0.9x 0.9x 0.8x 11.3x 28.0x

Median $343 $422 68.5% (13.9%) (41.8%) 0.6% (3.2%) 20.1% 1.0x 1.2x 1.1x 17.1x 28.0x

FINANCIAL SOFTWARE

Fiserv , Inc. FISV $27,926 $23,240 97.1% 24.2% 139.3% 3.7% 6.1% 32.9% 5.3x 5.0x 4.8x 15.6x 32.6x

SS&C Technologies Holdings, Inc. SSNC 8,545 5,750 75.1% (7.0%) 74.9% 30.3% 50.6% 35.6% 8.5x 5.7x 5.2x 19.3x 134.1x

MSCI Inc. MSCI 8,535 7,141 92.6% 18.9% 116.7% 7.9% 7.2% 44.8% 7.9x 7.4x 6.8x 17.7x 31.0x

Black Knight Financial Serv ices, Inc. BKFS 7,702 2,363 87.9% 13.6% NA 9.2% 8.4% 42.2% 8.3x 7.6x 7.1x 18.6x 118.2x

Jack Henry & Associates, Inc. JKHY 6,584 6,514 95.7% 25.7% 72.4% 10.4% 6.8% 34.5% 6.7x 4.7x NM 14.5x 39.6x

Oracle Financial Serv ices Software Ltd. 532466-IN 3,916 4,302 74.0% (16.1%) 12.0% 4.8% 6.8% 41.1% 6.3x 6.0x 5.4x 15.8x 24.2x

BATS Global Markets, Inc. BATS 3,182 2,455 95.6% NA NA 22.0% (75.9%) NA 1.8x 7.4x 6.8x 14.0x 29.9x

Env estnet, Inc. ENV 1,772 1,521 76.6% (14.5%) 31.9% 20.7% 38.2% 12.7% 4.2x 3.0x 2.5x 23.3x NM

Q2 Holdings, Inc. QTWO 947 1,060 88.7% (2.0%) NA 37.6% 35.5% NM 8.7x 6.4x 5.0x NM NM

Bottomline Technologies, Inc. EPAY 891 936 72.7% (17.8%) (12.2%) 4.1% 3.2% 13.4% 2.7x 2.5x 2.3x 12.4x NM

Median $5,250 $3,379 88.3% (2.0%) 72.4% 9.8% 7.0% 35.0% 6.5x 5.8x 5.2x 15.8x 32.6x

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

Company Ticker Value Capitalization Week High Performance Performance LTM NTM Margin LTM Rev. 2016E Rev. 2017E Rev. LTM EBITDA Earnings

Large-Cap

SaaS

Small-Cap

SaaS

Data &

Analytics

IT Operations

Data Storage

IT Security

Software

Bellwethers

Communication

Enterprise

HCM

Marketing

PLM &

Engineering

SCM & Logistics

Energy

Financial

HCIT

Public Sector /

Non-Profit

PAGE | 22

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D)

HEALTHCARE IT

Cerner Corporation CERN $18,757 $18,243 71.9% (22.3%) 10.7% 30.1% 11.5% 30.4% 4.2x 3.8x 3.4x 12.9x 33.8x

athenahealth, Inc. ATHN 5,242 5,074 75.8% 13.0% 52.0% 22.9% 20.7% 12.4% 5.7x 4.7x 3.9x 28.6x NM

Veev a Systems Inc VEEV 4,478 3,278 94.8% 19.7% NA 30.6% 26.9% 20.8% 10.2x 8.8x 7.2x 39.8x 60.7x

Allscripts Healthcare Solutions, Inc. MDRX 2,897 2,340 79.5% (7.6%) (5.6%) 0.4% 12.3% 14.4% 2.1x 1.9x 1.7x 11.9x NM

Medidata Solutions, Inc. MDSO 2,466 2,578 73.4% (17.5%) 13.2% 17.1% 17.4% 10.4% 6.3x 5.4x 4.5x 27.2x 195.8x

Press Ganey Holdings, Inc. PGND 2,126 1,980 98.0% 34.5% NA 13.2% 13.9% 9.6% 6.7x 5.9x 5.4x 18.1x NM

Inov alon Holdings, Inc. INOV 2,119 1,133 58.4% (36.0%) NA 20.9% 17.8% 32.8% 4.8x 4.1x 3.5x 14.0x 17.2x

HMS Holdings Corp. HMSY 1,555 1,495 97.0% 6.0% (24.3%) 7.0% 2.8% 22.4% 3.3x 3.2x 3.0x 13.8x 60.9x

Quality Systems, Inc. QSII 796 729 68.3% (25.3%) (38.9%) 0.5% 4.3% 15.1% 1.6x 1.6x 1.5x 9.9x 128.9x

Impriv ata, Inc. IMPR 303 354 64.7% (13.4%) NA 22.8% 16.6% NM 2.5x 2.2x 1.9x NM NM

Median $2,296 $2,160 74.6% (10.5%) 2.5% 19.0% 15.3% 15.1% 4.5x 4.0x 3.5x 14.0x 60.8x

PUBLIC SECTOR / NON-PROFIT SOFTWARE

Constellation Software Inc. CSU-CA $8,489 $8,385 85.4% 0.2% 186.8% 27.6% 13.3% 24.7% 4.6x 4.1x 3.5x 18.4x 47.3x

Tyler Technologies, Inc. TYL 5,887 5,434 81.7% 15.7% 115.0% 19.9% 29.6% 22.6% 10.0x 7.7x 6.8x 38.3x 83.8x

Blackbaud, Inc. BLKB 3,380 3,133 96.3% 14.2% 100.1% 13.0% 14.9% 16.7% 5.3x 4.6x 4.2x 23.3x 122.2x

NIC Inc. EGOV 1,243 1,352 96.1% 12.4% 21.8% 7.5% 8.0% 25.9% 4.3x 3.9x 3.7x 15.9x 32.5x

2U, Inc. TWOU 1,129 1,330 72.0% (7.4%) NA 36.2% 34.2% NM 7.5x 5.6x 4.3x NM NM

Instructure, Inc. INST 415 487 75.2% NA NA 65.0% 49.7% NM 5.7x 3.8x 2.7x NM NM

K12 Inc. LRN 287 455 77.5% (10.1%) (56.9%) (6.1%) (9.2%) 13.6% 0.3x 0.3x 0.3x 3.0x 41.4x

Median $1,243 $1,352 81.7% 6.3% 100.1% 19.9% 14.9% 22.6% 5.3x 4.1x 3.7x 18.4x 47.3x

LARGE-CAP SAAS (Market Cap > $2Bn)

salesforce.com, inc. CRM $55,177 $54,396 95.0% 13.8% 112.4% 24.1% 23.9% 15.1% 7.8x 6.8x 5.6x 41.8x NM

Workday, Inc. WDAY 13,796 9,397 92.1% 4.0% 23.0% 47.5% 33.8% NM 11.0x 9.1x 6.9x NM NM

Serv iceNow, Inc. NOW 11,213 11,694 78.6% (2.9%) 76.0% 47.3% 36.2% NM 11.2x 8.2x 6.3x NM NM

NetSuite Inc. N 6,154 6,282 76.1% (14.9%) (15.4%) 33.2% 30.5% NM 8.3x 6.4x 5.0x NM NM

Ultimate Software Group, Inc. ULTI 6,041 5,930 94.8% 22.4% 72.7% 22.2% 26.1% 10.5% 9.8x 7.8x 6.4x 40.8x NM

athenahealth, Inc. ATHN 5,242 5,074 75.8% 13.0% 52.0% 22.9% 20.7% 12.4% 5.7x 4.7x 3.9x 28.6x NM

Veev a Systems Inc VEEV 4,478 3,278 94.8% 19.7% NA 30.6% 26.9% 20.8% 10.2x 8.8x 7.2x 39.8x 60.7x

Guidewire Software, Inc. GWRE 3,670 4,261 90.7% 10.4% 34.3% 8.6% 10.2% 6.3% 9.0x 8.3x 7.3x 45.7x NM

Medidata Solutions, Inc. MDSO 2,466 2,578 73.4% (17.5%) 13.2% 17.1% 17.4% 10.4% 6.3x 5.4x 4.5x 27.2x 195.8x

Proofpoint, Inc. PFPT 2,453 2,536 81.1% (5.0%) 151.5% 35.7% 33.0% NM 9.2x 7.0x 5.4x NM NM

Paycom Software, Inc. PAYC 2,369 2,480 89.2% 19.9% NA 48.8% 43.3% 19.5% 10.5x 7.4x 5.7x 49.3x 120.0x

Cornerstone Ondemand, Inc. CSOD 2,255 2,308 96.6% 20.4% (4.8%) 28.9% 27.3% NM 6.6x 5.2x 4.2x NM NM

Zendesk, Inc. ZEN 2,184 2,472 96.2% 23.9% NA 64.3% 45.2% NM 10.5x 7.2x 5.4x NM NM

Median $4,478 $4,261 90.7% 13.0% 43.1% 30.6% 27.3% 12.4% 9.2x 7.2x 5.6x 40.8x 120.0x

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

Company Ticker Value Capitalization Week High Performance Performance LTM NTM Margin LTM Rev. 2016E Rev. 2017E Rev. LTM EBITDA Earnings

Large-Cap

SaaS

Small-Cap

SaaS

Data &

Analytics

IT Operations

Data Storage

IT Security

Software

Bellwethers

Communication

Enterprise

HCM

Marketing

PLM &

Engineering

SCM & Logistics

Energy

Financial

HCIT

Public Sector /

Non-Profit

PAGE | 23

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D)

SMALL-CAP SAAS (Market Cap < $2Bn)

Atlassian Corp. Plc TEAM $5,527 $1,464 80.8% NA NA 48.5% 30.7% 5.0% 17.3x 10.5x 8.1x NM 216.0x

Ebix, Inc. EBIX 1,716 1,534 93.7% 37.9% 384.6% 23.9% 9.4% 37.0% 6.5x 5.9x 5.4x 17.0x 19.3x

RealPage, Inc. RP 1,709 1,792 93.2% 16.7% 19.5% 15.8% 21.6% 11.7% 3.6x 3.0x 2.6x 18.5x NM

Xero Limited XRO-NZ 1,692 1,828 91.2% 8.8% 5.5% 67.2% 55.3% NM 12.1x 8.5x 6.0x NM NM

FleetMatics Group Ltd. FLTX 1,602 1,734 70.7% (5.3%) 39.3% 23.0% 20.6% 28.5% 5.6x 4.7x 4.0x 16.7x 44.7x

HubSpot, Inc. HUBS 1,497 1,615 76.9% (6.0%) NA 57.0% 42.2% NM 8.2x 5.8x 4.5x NM NM

CyberArk Software Ltd. CYBR 1,477 1,621 63.2% (22.5%) NA 56.1% 31.2% 24.5% 9.2x 7.0x 5.7x 32.3x 62.8x

RingCentral, Inc. RNG 1,379 1,225 81.0% 14.8% NA 34.7% 22.7% NM 4.7x 3.8x 3.1x NM NM

LogMeIn, Inc. LOGM 1,348 1,512 80.2% (6.2%) 141.8% 22.4% 22.0% 12.3% 5.0x 4.1x 3.5x 19.9x 103.9x

Benefitfocus, Inc. BNFT 1,163 1,167 83.7% (3.0%) NA 34.7% 26.9% NM 6.3x 5.0x 4.0x NM NM

Alarm.com Holdings, Inc. ALRM 1,020 1,108 99.1% 54.8% NA 24.8% 15.7% 11.3% 4.9x 4.2x 3.7x 29.8x 94.1x

Callidus Software Inc. CALD 1,002 1,106 90.0% 26.6% 191.9% 26.7% 20.5% 0.1% 5.8x 4.8x 4.0x 56.4x NM

Qualys, Inc. QLYS 959 1,075 64.0% (23.0%) 95.5% 23.0% 20.2% 23.8% 5.8x 4.9x 4.1x 16.9x 67.7x

Q2 Holdings, Inc. QTWO 947 1,060 88.7% (2.0%) NA 37.6% 35.5% NM 8.7x 6.4x 5.0x NM NM

inContact, Inc. SAAS 858 857 99.4% 43.0% 72.9% 29.2% 18.2% 2.3% 3.9x 3.3x 2.8x 61.8x NM

SPS Commerce, Inc. SPSC 833 946 71.6% (16.3%) 1.5% 23.9% 21.7% 10.5% 5.3x 4.3x 3.6x 36.8x 203.9x

Fiv e9, Inc. FIVN 582 600 89.8% 119.2% NA 25.0% 19.0% NM 4.5x 3.8x 3.2x NM NM

Workiv a, Inc. WK 514 393 72.0% 0.1% NA 28.9% 24.3% NM 3.5x 2.8x 2.4x NM NM

MINDBODY, Inc. MB 486 247 77.4% 5.4% NA 45.7% 35.4% NM 4.8x 3.5x 2.8x NM NM

IntraLinks Holdings, Inc. IL 469 426 57.7% (38.3%) 0.7% 7.9% 8.2% 10.0% 1.7x 1.6x 1.4x 12.0x NM

AppFolio Inc APPF 457 154 71.7% 2.1% NA 57.3% 36.7% NM 6.1x 4.5x 3.4x NM NM

Hortonworks, Inc. HDP 421 605 36.3% (57.7%) NA 164.8% 57.1% NM 3.5x 2.2x 1.5x NM NM

Instructure, Inc. INST 415 487 75.2% NA NA 65.0% 49.7% NM 5.7x 3.8x 2.7x NM NM

Xactly Corp XTLY 339 376 96.5% 55.2% NA 24.3% 27.1% NM 4.2x 3.6x 2.9x NM NM

Castlight Health, Inc. CSLT 318 193 50.1% (42.6%) NA 65.1% 33.5% NM 4.2x 3.2x 2.5x NM NM

Model N, Inc. MODN 299 373 96.9% 13.1% (41.3%) 14.7% 14.4% NM 3.2x 2.6x 2.2x NM NM

Bazaarv oice, Inc. BV 230 287 53.4% (40.9%) (62.2%) 4.5% 1.1% NM 1.2x 1.1x 1.1x NM NM

Amber Road, Inc. AMBR 194 190 92.7% 5.0% NA 3.5% 9.7% NM 2.9x 2.6x 2.3x NM NM

Median $903 $1,003 80.5% 1.1% 29.4% 27.8% 22.4% 11.5% 4.9x 3.9x 3.3x 19.9x 80.9x

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

Company Ticker Value Capitalization Week High Performance Performance LTM NTM Margin LTM Rev. 2016E Rev. 2017E Rev. LTM EBITDA Earnings

Large-Cap

SaaS

Small-Cap

SaaS

Data &

Analytics

IT Operations

Data Storage

IT Security

Software

Bellwethers

Communication

Enterprise

HCM

Marketing

PLM &

Engineering

SCM & Logistics

Energy

Financial

HCIT

Public Sector /

Non-Profit

PAGE | 24

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D)

DATA & ANALYTICS

Splunk Inc. SPLK $6,615 $7,718 75.6% (16.4%) 21.7% 48.3% 34.2% NM 9.1x 7.5x 5.9x NM NM

Teradata Corporation TDC 3,313 3,576 70.3% (24.0%) (45.6%) (7.4%) (9.8%) 19.4% 1.3x 1.5x 1.5x 5.9x NM

Tableau Software, Inc. DATA 2,831 3,639 41.2% (57.6%) (7.9%) 48.5% 29.7% NM 4.3x 3.3x 2.7x NM NM

Verint Systems Inc. VRNT 2,521 2,151 54.5% (43.1%) (2.5%) 0.2% (0.9%) 15.7% 2.3x 2.2x 2.1x 9.5x NM

Inov alon Holdings, Inc. INOV 2,119 1,133 58.4% (36.0%) NA 20.9% 17.8% 32.8% 4.8x 4.1x 3.5x 14.0x 17.2x

Pegasystems Inc. PEGA 1,984 2,107 91.3% 20.9% 66.5% 15.7% 17.0% 12.9% 2.9x 2.5x 2.2x 18.0x 58.0x

MicroStrategy Incorporated MSTR 1,522 1,685 79.2% 5.5% 104.5% (8.6%) (0.8%) 29.3% 2.9x 2.9x 2.7x 9.3x 15.9x

PROS Holdings, Inc. PRO 482 491 63.7% (21.8%) (45.5%) (9.5%) (10.2%) NM 2.9x 3.2x 3.0x NM NM

Median $2,320 $2,129 67.0% (22.9%) (2.5%) 7.9% 8.1% 19.4% 2.9x 3.0x 2.7x 9.5x 17.2x

IT OPERATIONS MANAGEMENT

VMware, Inc. VMW $18,966 $7,532 64.9% (28.5%) (9.2%) 10.1% 3.8% 24.5% 2.9x 2.7x 2.6x 7.9x 7.6x

Red Hat, Inc. RHT 13,841 13,965 91.2% (0.6%) 62.5% 14.7% 16.9% 17.9% 6.7x 5.9x 5.2x 25.3x 70.0x

Citrix Systems, Inc. CTXS 13,259 13,024 93.3% 21.0% 37.2% 4.2% 2.5% 26.2% 4.0x 3.9x 3.8x 10.7x 40.8x

CA, Inc. CA 13,213 13,716 98.6% 10.6% 15.6% (5.6%) 0.9% 38.0% 3.3x 3.3x 3.2x 8.4x 18.0x

Serv iceNow, Inc. NOW 11,213 11,694 78.6% (2.9%) 76.0% 47.3% 36.2% NM 11.2x 8.2x 6.3x NM NM

F5 Networks, Inc. FFIV 7,311 7,987 88.2% (0.8%) 71.3% 10.8% 3.6% 31.5% 3.8x 3.6x 3.4x 9.6x 21.9x

Micro Focus International plc MCRO-GB 6,422 5,018 91.2% 2.8% 99.9% 93.2% 20.0% NA 8.1x 4.9x 4.7x 13.4x NM

Arista Networks, Inc. ANET 4,541 5,000 82.2% (11.0%) NA 43.4% 30.3% 19.5% 5.4x 4.2x 3.5x 18.1x 42.0x

Software AG SOW-DE 2,683 2,825 86.4% 30.0% 19.7% 1.8% 1.9% 29.6% 2.8x 2.7x 2.7x 9.4x 18.3x

NetScout Systems, Inc. NTCT 1,928 2,250 58.1% (34.4%) 1.2% 110.6% 27.8% 14.8% 2.0x 1.6x 1.5x 7.2x NM

New Relic, Inc. NEWR 1,277 1,518 75.6% (16.3%) NA 64.2% 38.8% NM 7.0x 5.4x 4.2x NM NM

Progress Software Corporation PRGS 1,211 1,293 84.1% (8.7%) 9.7% 13.5% 9.6% 18.8% 3.2x 2.9x NM 9.1x NM

Infoblox Inc. BLOX 786 1,056 66.3% (29.7%) (37.6%) 22.3% 16.5% 0.2% 2.2x 2.2x 2.0x 19.8x NM

Radware Ltd. RDWR 323 519 47.4% (46.4%) (15.2%) (2.4%) (3.7%) 12.7% 1.5x 1.5x 1.4x 8.5x 28.0x

Median $5,481 $5,009 83.1% (5.8%) 17.6% 14.1% 13.1% 19.5% 3.5x 3.4x 3.4x 9.5x 24.9x

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

Company Ticker Value Capitalization Week High Performance Performance LTM NTM Margin LTM Rev. 2016E Rev. 2017E Rev. LTM EBITDA Earnings

Large-Cap

SaaS

Small-Cap

SaaS

Data &

Analytics

IT Operations

Data Storage

IT Security

Software

Bellwethers

Communication

Enterprise

HCM

Marketing

PLM &

Engineering

SCM & Logistics

Energy

Financial

HCIT

Public Sector /

Non-Profit

PAGE | 25

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

APPENDIX: SOFTWARE SECTOR PUBLIC COMPANY METRICS (CONT’D)

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

Company Ticker Value Capitalization Week High Performance Performance LTM NTM Margin LTM Rev. 2016E Rev. 2017E Rev. LTM EBITDA Earnings

DATA STORAGE

EMC Corporation EMC $52,669 $54,105 96.2% 4.8% 17.3% 1.4% (0.6%) 21.4% 2.1x 2.1x 2.1x 7.8x 27.2x

Iron Mountain, Inc. IRM 13,010 9,991 98.3% 20.7% 41.2% (3.6%) 16.1% 25.8% 4.3x 3.7x 3.4x 14.1x 81.6x

NetApp, Inc. NTAP 4,412 7,179 71.4% (21.4%) (34.4%) (9.2%) (4.4%) 12.5% 0.8x 0.8x 0.8x 4.0x 31.4x

Brocade Communications Systems, Inc. BRCD 3,005 4,153 69.1% (25.6%) 53.6% 2.4% 0.3% 24.3% 1.3x 1.3x 1.2x 4.5x 13.3x

CommVault Systems, Inc. CVLT 1,708 1,993 95.0% 9.8% (40.8%) (2.0%) 5.8% 2.1% 2.9x 2.7x 2.6x 19.7x NM

Box, Inc. BOX 1,280 546 56.5% (39.9%) NA 39.9% 30.1% NM 3.9x 3.3x 2.6x NM NM

Barracuda Networks, Inc. CUDA 625 762 33.8% (63.0%) NA 15.4% 6.3% 2.6% 2.0x 1.9x 1.7x 11.9x NM

Nimble Storage, Inc. NMBL 488 700 26.6% (70.0%) NA 41.5% 22.6% NM 1.4x 1.3x 1.0x NM NM

Carbonite, Inc. CARB 213 254 77.0% (21.2%) (24.2%) 11.4% 35.8% NM 1.6x 1.1x 1.1x NM NM

Median $1,708 $1,993 71.4% (21.4%) (3.5%) 2.4% 6.3% 16.9% 2.0x 1.9x 1.7x 9.9x 29.3x

IT SECURITY

Cisco Systems, Inc. CSCO $111,018 $144,918 97.7% 5.3% 18.4% 4.3% (0.0%) 29.8% 2.2x 2.2x 2.2x 6.8x 14.1x

Check Point Software Ltd. CHKP 12,938 13,864 89.9% 0.8% 60.9% 9.0% 7.3% 52.4% 7.9x 7.4x 6.9x 14.0x 20.2x

VeriSign, Inc. VRSN 11,047 9,133 89.6% 33.0% 87.5% 4.9% 7.5% 63.0% 10.4x 9.7x 9.4x 15.7x 24.3x

Palo Alto Networks, Inc. PANW 10,730 11,474 63.8% (27.4%) 202.8% 55.1% 47.4% NM 8.5x 6.9x 5.2x NM NM

Symantec Corporation SYMC 9,522 12,255 81.1% (14.0%) (11.2%) (4.7%) (6.4%) 28.2% 2.5x 2.7x 2.7x 6.5x NM

Gemalto N.V. GTO-NL 5,613 5,269 61.7% (35.1%) (35.0%) 26.6% 4.0% 14.1% 1.6x 1.6x 1.5x 9.7x 34.7x

Fortinet, Inc. FTNT 4,712 5,662 65.6% (20.1%) 91.0% 31.0% 26.0% 5.5% 4.7x 3.7x 3.1x 28.8x NM

Trend Micro Incorporated 4704-JP 3,682 4,877 77.9% 2.4% 9.0% 7.9% 28.0% 31.6% 3.6x 2.8x 2.6x 11.8x 27.5x

Proofpoint, Inc. PFPT 2,453 2,536 81.1% (5.0%) 151.5% 35.7% 33.0% NM 9.2x 7.0x 5.4x NM NM

FireEye, Inc. FEYE 2,452 2,785 30.3% (65.4%) NA 46.4% 27.5% NM 3.9x 3.1x 2.5x NM NM

CyberArk Software Ltd. CYBR 1,477 1,621 63.2% (22.5%) NA 56.1% 31.2% 24.5% 9.2x 7.0x 5.7x 32.3x 62.8x

Cheetah Mobile, Inc. CMCM 1,184 361 27.1% (63.9%) NA 105.0% 28.9% 8.3% 2.0x 1.6x 1.2x 26.3x 12.8x

AVG Technologies NV AVG 1,131 1,009 68.1% (27.6%) (0.3%) 14.5% 3.9% 28.9% 2.6x 2.5x 2.4x 7.1x 21.5x

Imperv a, Inc. IMPV 1,010 1,286 51.1% (40.6%) (10.7%) 42.9% 29.7% NM 4.3x 3.3x 2.7x NM NM

Qualys, Inc. QLYS 959 1,075 64.0% (23.0%) 95.5% 23.0% 20.2% 23.8% 5.8x 4.9x 4.1x 16.9x 67.7x

Varonis Systems, Inc. VRNS 536 650 94.8% 11.0% NA 25.5% 23.5% NM 4.2x 3.4x 2.9x NM NM

Rapid7 Inc. RPD 457 559 48.5% NA NA 43.8% 37.7% NM 4.1x 3.0x 2.4x NM NM

Mimecast Limited MIME 391 651 99.0% NA NA 22.2% 22.4% 5.6% 2.8x 2.4x 1.9x NM NM

Median $2,452 $2,660 66.9% (21.3%) 39.6% 26.1% 24.7% 26.4% 4.2x 3.2x 2.7x 14.0x 24.3x

Large-Cap

SaaS

Small-Cap

SaaS

Data &

Analytics

IT Operations

Data Storage

IT Security

Software

Bellwethers

Communication

Enterprise

HCM

Marketing

PLM &

Engineering

SCM & Logistics

Energy

Financial

HCIT

Public Sector /

Non-Profit

Healthcare & Life Sciences

IndustrialsEnergy, Power & Infrastructure

Industrials

PAGE |

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

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TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

Technology, Media & Telecom

OUR FIRM

26

PAGE | 27

TECHNOLOGY, MEDIA, & TELECOM

QUARTERLY SOFTWARE SECTOR REVIEW │ 2Q 2016

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