Harris Williams & Co. Ltd is a private limited company authorised and regulated by the Financial Conduct Authority, incorporated under English law with its registered office at 5th Floor, 6 St. Andrew Street, London EC4A 3AE, UK, registered with the Registrar of Companies for England and Wales under company number 07078852. Directors: Mr. Ned Valentine, Mr. Paul Poggi, Mr. Thierry Monjauze and Mr. Aadil Khan.

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

www.harriswilliams.de

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEWTECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

WORKFORCE

MANAGEMENT

PAYROLLTALENT

MANAGEMENT

ENGAGEMENT

RECRUITING

BENEFITS

COMPLIANCE

ONBOARDING

PERFORMANCE

TRAINING

PAGE |

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

1

Approximately 250 professionals acrosseight offices in the U.S. and Europe

Strategic relationships in India and China

10 industry groups

Financial Technology

Healthcare IT

HARRIS WILLIAMS & CO. OVERVIEW

KEY CONTACTS

HCM TECHNOLOGY

Erik SzyndlarDirectoreszyndlar@harriswilliams.com+1 (415) 217-3418

UNITED STATES

Jeff BistrongManaging Directorjbistrong@harriswilliams.com+1 (617) 654-2102

Mike WilkinsManaging Directormwilkins@harriswilliams.com+1 (415) 217-3411

Sam HendlerManaging Director shendler@harriswilliams.com +1 (617) 654-2117

Tyler DewingDirectortdewing@harriswilliams.com+1 (617) 654-2133

EUROPE

Thierry MonjauzeManaging Directortmonjauze@harriswilliams.com+44 (0) 20 7518 8901

TO SUBSCRIBE PLEASE EMAIL:tmt_reader@harriswilliams.com

wwwwww.harrisw.harriswilliilliaammss.de

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

Enterprise Software

Infrastructure Software

Data & Analytics

Data Center & Managed

Services

IT & Tech-Enabled Services

Consumer Internet

Digital Media & Content

eCommerce

Online Marketing

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

Education Technology

Engineered SolutionsSoftware

Public Sector & Non-Profit

Supply Chain,Transportation, & Logistics

TMT VERTICAL FOCUS AREAS

KEY FACTS

HW&Co. Office

Network Office

Human CapitalManagement

Professional Services

SELECT RECENT HW&CO. TMT TRANSACTIONS

San Francisco

Boston

Richmond

Minneapolis Cleveland

London

Frankfurt

Beijing

Hong KongMumbai

ShanghaiNew Delhi

Washington D.C.

SOFTWARE / SAAS INTERNET & DIGITAL MEDIA

Over 135 transactions closed in thepast 24 months

2017 Investment Bank of the

Year by Mergers & Acquisitions,

2016 PE Investment Bank of the

Year by Global M&A Network

Deal of the Year by Global

M&A Network

Deal of the Year by Buyouts

Magazine

has acquired

a portfolio company of

has been acquired byhas received a growth

investment fromhas been acquired by

has received a majority

investment fromhas received an

investment fromhas acquired has been acquired by

a wholly-owned affiliate of

has been acquired by

a portfolio company of

has been acquired byhas been acquired by

a portfolio company of

has been acquired by

PAGE |

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

2

HW&CO. HCM TECHNOLOGY TRANSACTION EXPERIENCE

Talent Acquisition Talent Management Workforce Management

has been acquired by

a portfolio company of

Post Acute Compliance

and Learning

Management Software

has been recapitalized

a portfolio company of

HR Compliance and

Learning Management

Solutions

has been acquired by

a portfolio company of

Talent Sourcing and

Acquisition Solutions

has been acquired by

a portfolio company of

Benefit Management

Solutions

a portfolio company of

has been acquired by

Workplace Compliance

and Training Solutions

has acquired a

majority stake in

ERP, HR and Payroll

Software

has been acquired by

Employee Benefits

Management Software

has been acquired by

and

a portfolio company of

Corporate Grant

Management and

Employee Engagement

Software

has been acquired by

a portfolio company of

Healthcare Information

Systems, HR and Payroll

Software

has been acquired by

a portfolio company of

Commercial Talent

Payroll Software

has been acquired by

Workforce

Management Software

has made a majority

investment in

Workforce

Management

Software

STRONG TRANSACTION EXPERIENCE IN HCM TECHNOLOGY

PAGE |

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

3

Workforce Management

Payroll & Benefits

Time & Attendance

Workplace

Management

Vendor & Supply

Chain

Talent Acquisition Talent Management

ERP-Focused Platforms

HCM-Focused Platforms

Sourcing

Recruiting &

Assessments

Screening &

Onboarding

Fo

cu

sed

So

lutio

ns

Pla

tfo

rms

Training & Learning

Performance &

Succession

Rewards &

Recognition GRC & EHS

HCM TECHNOLOGY TAXONOMY

To receive the latest Human Capital Management

Technology market map, please contact HW&Co.

at tmt_reader@harriswilliams.com

Engagement &

Wellbeing

PAGE |

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

4

HCM TECHNOLOGY MARKET OBSERVATIONS(1)(2)(4)

Select Market Participants

Observations

Transaction Spotlight

In The News

Closed October 24, 2017

Enterprise Value: Not Public

Employee recruitment, engagement, and retention remain top of mind -

especially as job market tightens

Identification and recruitment of internal and known talent provides attractive

alternative to relatively costly external candidate searches

Increasing adoption of corporate learning tools; specifically assessment,

recommended learning and micro-learning

Employee reviews and performance management becoming a more frequent

(i.e. continuous) activity

Data-driven / market place tools are increasing connectivity for both enterprises

and their contingent / on-demand workers

TALENT ACQUISITION AND MANAGEMENT

Revenue Multiple: Not Public

Select Market Participants

Observations

Transaction Spotlight

In The News

Closed January 2, 2018

Enterprise Values: Not Public

“Workforce as a Strategy” is increasingly driving companies to adopt data-driven

technologies that remove friction from the employee journey

HRIS automation is table-stakes as employers now shifting focus to productivity

and collaboration enhancers

Wellness and engagement tools are increasingly part of the productivity and

retention puzzle

Middle market opportunity for HR tech persists; workforce management solutions

tend to be stickier offerings and present compelling platforms

Leading vertical-specific platforms remain highly attractive to investors and

acquirers (e.g., retail, healthcare, and hospitality)

The New Reality Of Employee Loyalty

ZipRecuiter Acquires Popular Job Board Software Vendor

HR Tech Market To Remain Competitive Heading Into 2018

WORKFORCE MANAGEMENT

Revenue Multiples: Not Public

Wellness Apps Are Becoming More Interconnected

New Walmart App Helps Associates Manage Money

HR Technology in 2018: Disruptions Ahead

PAGE |

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

5

SELECT HCM TECHNOLOGY M&A TRANSACTIONS – Q4 2017(1)(2)(4)

Silver Lake has invested in Cornerstone OnDemand

Cornerstone OnDemand is a global leader in cloud-based learning and human capital management software.

Silver Lake’s $300mm strategic investment in Cornerstone will be used to fund growth initiatives and manage its capital

structure, including repaying existing debt and repurchasing common shares.

Furthermore, Cornerstone will launch a three-part strategic plan: sharpening its focus on recurring revenue growth; more

aggressively driving operating margins and free cash flow; and leveraging its leadership position in global learning to

expand its presence in e-learning content.

Announced November 8, 2017

Ent. Value: NARevenue: NA

EV / Revenue: NAEV / EBITDA: NA

The Carlyle Group has acquired BenefitMall

BenefitMall provides employee benefits and payroll services to small and medium-sized businesses across the United States.

BenefitMall is the largest national General Agency and the second-largest privately-owned payroll services firm in the U.S.,

serving 200,000 small and medium-sized businesses, and partnering with a network of 20,000 brokers and CPAs.

The acquisition will enable BenefitMall to grow the Company’s salesforce while expanding and taking significant market

share as the demand for integrated benefits, payroll, and related products and services continues to grow rapidly.

Announced November 20, 2017

Ent. Value: Not PublicRevenue: Not Public

EV / Rev: Not PublicEV / EBITDA: Not Public

ADP has acquired Global Cash Card

Global Cash Card operates an advanced and flexible digital payments processing platform including paycards and other

electronic accounts.

Digital Cash Card offers solutions for both Form W-2 employees and Form 1099 contractors, including capabilities such as

online bill pay, rewards plan enrollment, multi-purse management, and an expense manager.

ADP will fully integrate Global Cash Card’s platform and solutions into its existing paycard offer, the ALINE Card by ADP,

managing more than four million accounts on a single platform.

Ent. Value: $490mmRevenue: Not Public

EV / Rev: Not PublicEV / EBITDA: Not Public

Announced October 5, 2017

Insight Venture Partners has acquired Bullhorn; Bullhorn has acquired PeopleNet

Bullhorn provides a cloud-based platform to help staffing and recruiting organizations transform their businesses.

PeopleNet provides workforce management solutions including time, attendance, and expense management.

Insight’s acquisition will further catalyze Bullhorn’s growth in a rapidly evolving industry fueled by new demands for the future

of work.

With PeopleNet, Bullhorn will address the growing complexity of staffing firms by providing flexible time, attendance, and

expense management solutions for firms of all sizes.

Announced November 29 & October 23, 2017

Ent. Value: Not PublicRevenue: Not Public

EV / Rev: Not PublicEV / EBITDA: Not Public

Intuit has acquired TSheets

TSheets is a platform used by small and medium businesses, self-employed workers, and accountants to automate time

tracking and scheduling.

A significant relationship to Intuit, Tsheets has been a long-standing partner of Intuit’s QuickBooks offering and has one of the

most popular apps on Intuit’s open platform.

Intuit will use the transaction to fully integrate Tsheet’s platform into its QuickBooks offering providing customers with a single,

seamless solution to track their time, streamline their invoicing, and simplify paying their workers.

Announced December 5, 2017

Ent. Value: $340mmRevenue: Not Public

EV / Rev: Not PublicEV / EBITDA: Not Public

PAGE |

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

6

DATE COMPANY StageROUND

SIZE ($M)

TOTAL

RAISED ($M)INVESTORS (CURRENT ROUND) DESCRIPTION

12/13/17 Early $11 $11 Cherry Ventures, DN Capital, btov PartnersDevelops and operates an online aggregator of job proposals from other job

sites.

12/07/17 Early $3 $3 iSeed Ventures, Social Capital, Spark CapitalProvides an intelligent platform that matches life science companies with

flexible, on-demand expertise.

12/05/17 Early $5 $13 Silicon Badia Bayzat is a technology company that provides insurance and HR solutions.

11/14/17 Early $7 $12 Acequia Capital, Launchpad Venture GroupOperator of a marketplace for matching tech professionals with technology

companies.

11/11/17 Later $4 $4 Sommaphat TraisoratProvider of a big data and machine learning platform used to match young

professionals with relevant jobs.

10/09/17 Early $9 $11 Canaan PartnersProvider of a talent management system used to attract, develp and inspire

talent.

10/25/17 Later $5 $7 Mark Cuban, Learn CapitalProvider of a v ideo game-based hiring platform utilizing big data to drive

hiring.

10/17/17 Early $7 $8 CPDQOperator of an agile end-to-end operation management software designed

for the security industry.

10/16/17 Later $18 $27 Emergence Capital Partners, Foundation CapitalProvider of an AI-Recruiting platform used by three of the five largest global

recruiting agencies.

10/15/17 Later $7 $25 Volition Capital, Birchmere VenturesDeveloper of a powerful, user-friendly, and affordable recruiting software

platform for SMBs.

10/10/17 Later $40 $81 CRE Venture Capital, Chan Zuckerberg InitiativeProvides a talent identification and development program for the top 1% of

technology talent on the African continent.

SELECT RECENT HCM PRIVATE PLACEMENTS(1)(2)

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

FINANCING SPOTLIGHT TRANSACTION

Glint Raises $20M

Glint operates a platform that conducts employee surveys and then analyzes the results using machine learning, natural

language processing, and predictive analytics to improve workforce happiness and reduce recruiting expenses.

Founded in 2013, Glint’s latest round of funding is from existing investors Bessemer Ventures, Meritech Capital Partners,

Norwest Venture Partners, and Shasta Ventures

Glint’s new capital will be used to grow its operations and expand in Europe, where its customers already include Sky Media.

Some of Glint’s other clients are United Technologies, Pure Storage, Intuit, LinkedIn and Rio Tinto.

Round: D

Round Size: $20m

Total Raised: $80m

Announced November 2, 2017

(Mya Systems)

PAGE | 7

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

9 812

16

7

20

6

12

21

1212

14 11 1412

4543

55

4945

59

51

5759

4951 51

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

HCM Deals Trailing LTM

3

2

4

6

2

3

4

2

62017

2016

2015

2014

HCM TECHNOLOGY ACQUISITION ACTIVITY(1)(2)

KEY STRATEGIC ACQUIRERS OF HCM TECHNOLOGY ASSETS BY VOLUME

GLOBAL HCM TECHNOLOGY M&A ACTIVITY

The key strategic acquirers havecombined for over 30 HCMtechnology related acquisitionssince 2014

Key acquirers were relatively lessactive in Q4 with just one acquisitioncompleted in the last three months(ADP / Global Cash Card)

The 51 deals in 2017 is slightly belowdeal volumes from the previous twoyears; the quarterly M&A volume in2017 has been relatively consistent

Q4 2017 was a typical period ofM&A volume with 12 transactions,just below the average of the lastthree quarters

HCM technology companiesremain highly attractive to bothstrategic and financial acquirers

Deal volume is robust supported bytuck in acquisitions and platformbuilding

# of Transactions

# of Transactions

PAGE |

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

8

2.0x

4.0x

6.0x

8.0x

2.0x

4.0x

6.0x

8.0x

Div

ers

ifie

d P

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s TEV/NTM REVKey Public Comps

Be

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fits

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ch

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Key Public Comps

HR

So

ftw

are

Key Public Comps

10.9x6.9x0.7x

TEV/NTM REV

TEV/NTM REV

EV/2017E REV

EV/2017E REV

EV/2017E REV

Min MaxMedian

Legend

As of December 31st, 2017

11.7x3.7x3.2x

6.4x4.9x4.8x

HCM TECHNOLOGY MARKET VALUATION(1)(2)

2.0x

4.0x

6.0x

8.0x

PAGE | 9

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

Multiples Summary

Market Enterprise Revenue LTM EBITDA Margin Revenue EBITDA

Company Capitalization Value LTM 2017E Gross Margin LTM 2017E 2017E 2018P 2017E 2018P

HR Software

Automatic Data Processing, Inc. $51,972,593 $51,804,250 $12,541,700 $12,379,800 45.3% 21.8% 21.2% 4.2x 3.8x 19.7x 17.6x

Paychex, Inc. 24,453,315 24,398,912 3,237,700 3,354,546 70.7% 43.7% 43.4% 7.3x 7.0x 16.7x 16.1x

Workday, Inc. Class A 21,365,400 19,545,094 1,993,536 2,134,189 70.5% NM 16.2% 9.2x 7.5x NM NM

Ultimate Software Group, Inc. 6,519,839 6,586,373 899,845 934,113 62.0% 8.1% 23.0% 7.1x 5.9x NM 24.1x

Paycom Software, Inc. 4,680,347 4,697,068 406,832 432,044 80.9% 22.1% 30.7% 10.9x 8.7x NM 28.2x

Paylocity Holding Corp. 2,476,702 2,478,009 316,488 300,010 58.7% 10.7% 18.7% 8.3x 6.0x NM 29.2x

Cornerstone OnDemand, Inc. 2,045,642 1,972,844 459,058 483,244 69.6% NM 11.6% 4.1x 3.9x NM 22.1x

Callidus Software Inc. 1,951,495 1,703,712 239,662 249,166 60.3% NM 12.7% 6.8x 5.7x NM NM

Asure Software, Inc. 176,034 223,582 48,850 55,162 69.9% 10.1% 23.0% 4.1x 3.2x 17.6x 12.8x

DHI Group, Inc. 95,464 138,470 215,352 208,400 80.3% 18.3% 18.9% 0.7x 0.7x 3.5x 3.4x

Median $3,578,524 $3,587,539 $432,945 $457,644 69.7% 18.3% 20.0% 6.9x 5.8x 17.2x 19.9x

Benefits Technology

HealthEquity Inc $2,831,002 $2,661,683 $215,903 $227,395 57.0% 31.0% 36.2% 11.7x 9.7x NM 25.7x

WageWorks, Inc. 2,461,420 1,848,474 461,689 480,775 57.4% 24.7% 30.4% 3.8x 3.5x 12.6x 11.1x

Benefitfocus, Inc. 841,860 907,091 252,619 256,436 51.1% 0.2% 7.4% 3.5x 3.2x NM NM

Castlight Health, Inc. Class B 501,516 414,504 124,313 130,789 66.1% NM NM 3.2x 2.5x NM NM

Median $1,651,640 $1,377,782 $234,261 $241,916 57.2% 24.7% 30.4% 3.7x 3.4x 12.6x 18.4x

Diversified Platforms

Microsoft Corporation $659,906,022 $617,403,460 $91,969,000 $96,700,000 62.3% 39.6% 39.2% 6.4x 5.6x 16.3x 13.8x

Oracle Corporation 195,720,380 192,021,240 38,907,000 39,805,563 75.7% 42.3% 46.5% 4.8x 4.7x 10.4x 10.1x

SAP SE 137,856,298 137,839,201 25,760,484 28,269,516 69.8% 27.1% 31.8% 4.9x 4.6x 15.4x 14.1x

Median $195,720,380 $192,021,240 $38,907,000 $39,805,563 69.8% 39.6% 39.2% 4.9x 4.7x 15.4x 13.8x

OPERATIONAL AND VALUATION METRICS OF PUBLIC COMPARABLES

PUBLIC COMPARABLES ANALYSIS(1)

As of December 31st, 2017($ in 000s)

Values less than 0.0x or greater than 30.0x are denoted NM or Not MeaningfulEBITDA Margins less than 0.0% are noted NM or Not Meaningful

PAGE | 10

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

HR Technology

Date Enterprise LTM Financials LTM Multiples

Closed Target Acquirer Value Revenue EBITDA Revenue EBITDA

Pending BenefitMall The Carlyle Group NA NA NA NA NA

Pending Cornerstone OnDemand Silver Lake Partners NA NA NA NA NM

Pending TSheets.com LLC Intuit, Inc. $340 NA NA NA NM

Pending NetWise Technology PrismHR NA NA NA NA NA

Pending Sapience Analytics Pvt Ltd. Credit Suisse Group AG NA NA NA NA NA

Pending Edgewood Partners Insurance Center, Inc. OHCM Management LLC NA $204 NA NA NA

01/02/2018 TelePayroll Asure Software, Inc. NA NA NA NA NA

01/02/2018 Savers Admin Asure Software, Inc. NA NA NA NA NA

01/02/2018 Sheakley PaySystems Asure Software, Inc. NA NA NA NA NA

12/14/2017 JobBoard.io ZipRecruiter NA NA NA NA NA

11/29/2017 PeopleNet Corp. Bullhorn, Inc. NA NA NA NA NA

11/21/2017 Bullhorn, Inc. Insight Holdings Group LLC $525 $110 $35 4.8x 15.0x

11/10/2017 Eque2 LDC NA NA NA NA NA

10/16/2017 UltraForce Staffing Serv ices Gaston Capital Partners NA NA NA NA NA

10/05/2017 Global Cash Card, Inc. Automatic Data Processing, Inc. $490 NA NA NA NA

09/11/2017 Connexys BV Bullhorn, Inc. NA NA NA NA NA

08/30/2017 LOKI Systems ZeroChaos NA NA NA NA NA

08/21/2017 HR Outsourcing, Inc. Paychex, Inc. $75 NA NA NA NA

08/04/2017 BusinessWare Solutions Inc OpsArc Solutions NA NA NA NA NA

07/31/2017 CareerBuilder LLC Apollo Global Management $627 NA NA NA NA

07/31/2017 Xactly Corp. Vista Equity Partners $473 $97 NA 4.9x NA

07/27/2017 Digital Instinct Pty Ltd. Kronos, Inc. NA NA NA NA NA

07/17/2017 APC Workforce Solutions LLC The Carlyle Group NA NA NA NA NM

07/14/2017 MillsonJames LLC HUB International U.S. Holdings, Inc. NA NA NA NA NA

07/12/2017 Swipeclock Inverness Graham NA NA NA NA NA

05/31/2017 PRO Unlimited, Inc. Harvest Partners LP $300 NA NA NA NA

05/26/2017 iSystems LLC Asure Software, Inc. $55 $14 NA 3.9x NA

Median $406 $103 $35 4.8x 15.0x

Multiples less than 0.0x or greater than 30.0x are deemed NM or Not Meaningful

($ in millions)

RECENT HCM SOFTWARE TRANSACTIONS(1)(2)(3)

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

Non-Public Information

PAGE | 11

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

HW&CO.’S TMT GROUP: M&A ADVISOR OF CHOICE FOR MARKET LEADING TECHNOLOGY COMPANIES

acquired by

acquired by

acquired by acquired by acquired byacquired bymajority investment

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PAGE | 12

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

OUR FIRM

Healthcare & Life Sciences

IndustrialsEnergy, Power & Infrastructure

Industrials

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

HARRIS WILLIAMS & CO. OFFICE LOCATIONS

UNITED STATES EUROPE

NETWORK OFFICES

Aerospace, Defense & Government

Services

Building Products & Materials

Business Services

Consumer Specialty Distribution

Technology, Media & Telecom

Transportation & Logistics

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

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

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

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

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

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Beijing

Hong Kong

Mumbai

New Delhi

Shanghai

PAGE | 13

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW

TECHNOLOGY, MEDIA & TELECOM GROUP │ Q4 2017

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

Harris Williams & Co. Ltd is a private limited company authorised and regulated by the Financial Conduct Authority, incorporated under English law with its registered office at 5th Floor, 6 St. Andrew Street, London EC4A 3AE, UK, registered with the Registrar of Companies for England and Wales under company number 07078852. Directors: Mr. Ned Valentine, Mr. Paul Poggi, Mr. Thierry Monjauze and Mr. Aadil Khan.

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

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

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

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

HARRIS WILLIAMS & CO.

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