Technology Services Investment Banking Group

    Financial Technology Market Analysis
                 March 2012
Raymond James Financial Technology Investment Banking
                                                   Raymond James — A Full-Service Investment Bank



                                                         Bank                     Insurance                         Benefits /                         Marketing
                          Payments
                                                      Technology                 Technology                          Payroll                            Services

 FinTech Coverage
     Universe

                           Trading                    Investment                     Liquidity                     Outsourced                      Information
                         Technology                   Technology                      Venues                        Solutions                        Services




                                                         SaaS &                                                    Internet &
 Business Model          Transaction                                            Tech-Enabled                                                       Outsourcing
                                                       Enterprise                                                    Mobile
    Expertise            Processing                                               Services                                                          Services
                                                        Software                                                    Solutions




Investment Banking                                                                                                                 Recapitalizations         Corporate
                      M&A               Public            Board           Private                   Debt          Valuation /
                                                                                                                                         and               and Executive
      Services       Advisory          Offerings         Advisory       Placements               Origination   Fairness Opinions
                                                                                                                                    Restructurings            Services


                                         Jim Bunn                                Pat Curran                                        Steve Hufford
                                       Group Head                            Managing Director                                  Managing Director
                                     (617) 624-7011                            (617) 624-7072                                     (404) 442-5807
  Senior Banking             Jim.Bunn@RaymondJames.com                Pat.Curran@RaymondJames.com                       Steve.Hufford@RaymondJames.com
      Team                              Jon Steele                              Brendan Ryan                                        Kate Crespo
                                   Managing Director                        Senior Vice President                                  Vice President
                                     (617) 624-7020                            (617) 624-7019                                     (617) 624-7012
                            Jon.Steele@RaymondJames.com              Brendan.Ryan@RaymondJames.com                      Kate.M.Crespo@RaymondJames.com



                                                                                                                                                                     2
More FinTech Transactions Completed Since 2010 Than Any Other Firm
                                Tech-Enabled
                                BPO Provider
                                to Mortgage /                                                                                      $77 Million
                                                                 ~$600 Million                     $202 Million                   Acquisition of                      $115 Million
      $72 Million               Auto Lenders                                                                                                                                                                                         Sale to
                                                                    Sale to                          Sale to                                                            Sale to                           Sale to
     Initial Public                 Sale to
       Offering                  Undisclosed
                                    Buyer
     February 2012               January 2012                    October 2011                  October 2011                     September 2011                    September 2011                         July 2011                 July 2011
Institutional FX trading   Tech-enabled BPO provider          Banking / payments         Benefits administration and        Investment management             e-Commerce platform for          Active trading technology        Financial services
         technology                                                software                 debit card processing                  technology                      digital goods                                                   consulting



                                                                  Subsidiary of
    ~$700 Million
   Merger of Equals                 Sale to                                                         $40 Million                 M&A Advisory in                       $213 Million                    $81 Million                $352 Million
                                                                 $137 Million                         Sale to                   Connection with                                                      Initial Public
        with                                                                                                                                                           Follow-On                                                 Initial Public
                                                                   Sale to                                                      Unsolicited Offer                                                      Offering
                                                                                                                                                                        Offering                                                   Offering
       June 2011
      Terminated                  June 2011                       May 2011                         March 2011                      March 2011                         February 2011                December 2010               December 2010
  Banking / payments         High-frequency trading           Billing and payments            Community bank                 Banking technology and               Asset / wealth                Retail FX trading services      Fuel / fleet cards
       software                    technology                       technology              management solutions               payment processing              management software




     $201 Million               Sale of Retail                    $80 Million                                                                                                                        $124 Million                $30 Million
                                                                                                     Sale to                            Sale to                       $340 Million
       Sale to                  FX Business to                      Sale to                                                                                                                          Initial Public              Investment
                                                                                                                                                                      Initial Public
                                                                                                                                                                                                       Offering                      by
                                                                                                                                                                        Offering

    November 2010                October 2010                    August 2010                        July 2010                       July 2010                            June 2010                       June 2010                 June 2010
    Asset / wealth          Retail FX trading services         Financial data and             Card processing for             Benefits administration                 Liquidity venue           Technology and payment      Active trading technology
management technology                                         information services               credit unions                payments and software                                           solutions to higher education




                                                  Acquisition of
                                                Assent Professional                $28 Million                      $40 Million                      $185 Million                        $30 Million
                                                 Trading Business                 Acquisition of                      Sale to                        Initial Public                     Acquisition of
                                                                                                                                                       Offering

                                                     June 2010                     June 2010                         May 2010                         March 2010                        March 2010
                                              Active trading technology    Active trading technology            Prepaid card services                Asset / wealth             Payments / banking software
                                                                                                                                                  management software


                                                                                                                                                                                                                                               3
Raymond James Selected Financial Technology Equity Research Coverage

    Bank Technology            Payments          Liquidity Venues     Trading Technology   Investment Technology




   Information Services   Outsourced Solutions   Benefits / Payroll   Marketing Services   Insurance Technology




                                                                                                                  4
RJ Underwriting Case Study: FXall’s $72M Initial Public Offering
                         FXall Overview:
     February 2012        FXall provides leading foreign exchange liquidity and trading solutions to over 1,000 of the world’s largest hedge funds, CTAs, banks, broker-dealers,
                            corporate treasurers and asset managers
                            FXall provides a full range of FX trading capabilities from execution to post-trade
                            FXall operates as an agency-based model; does not risk own capital in facilitating customer trades
                            Founded in 2000 and headquartered in New York City, with additional locations in Boston, Hong Kong, London, Mumbai, Tokyo, Singapore and
     $72 Million             Sydney
     Initial Public
                            Owned by Technology Crossover Ventures, 16 financial institutions and management
       Offering
                         FXall Highlights:
                          Trusted, independent leader in the FX market - processes more than $85 billion notional volume in FX transactions daily
Raymond James acted       Comprehensive suite of execution and workflow solutions
as an underwriter on      Diversified institutional client base
FXall’s initial public      — 65% revenues generated outside of the U.S.

offering.                   — Minimal customer concentration
                          Agency only model with no exposure to market or counterparty risk

                          Transaction based revenue model with strong recurring revenue base due to:

                            — Recurring nature of FX transactions
                            — Tight integration with clients / FX operations

                            — Strong customer retention

                          Led by industry veterans with substantial FX expertise



                         Offering Overview:
                            FXall filed an S-1 on September 19, 2011 and completed a $72 million IPO on February 8, 2012
                            Trades under the ticker “FX” on the New York Stock Exchange
                            Raymond James served as the only non-shareholder, non-customer in FXall’s underwriting group
                            First FinTech IPO in over a year




                                                                                                                                                                            5
RJ Advisory Case Study: S1’s ~$600M Sale to ACI Worldwide
                          S1 Overview:
      October 2011         S1 provides payments and financial services software solutions in the United States and internationally
                           S1 operates in three segments: Payments, Large Financial Institutions and Community Financial Institutions
                               ― The Payments segment provides ATM and retail point-of-sale driving, card management and merchant acquiring solutions
                               ― The Large FI segment offers consumer banking, small business and corporate online banking and mobile banking solutions

    ~$600 Million              ― The Community FI segment provides consumer and small business online and mobile banking and branch solutions

       Sale to             Over 3,000 organizations worldwide depend on S1 for payments, online banking and branch banking solutions
                           The Company was founded in 1994 and is headquartered in Norcross, GA


                          Transaction Overview and Rationale:
                           Raymond James served as the sole financial advisor to S1 Corporation (the “Company” or “S1”) in its ~$600 million sale to ACI announced on October 3,
                             2011
Raymond James                   ―   Represents the culmination of a long-term advisory relationship
acted as the exclusive          ―   Raymond James had previously served as S1’s advisor in its planned merger with Fundtech and for the Company’s acquisition of PM Systems in
financial advisor to S1             March 2010

in this transaction.         Raymond James initially advised S1 in connection with its proposed $700 million merger with Fundtech, announced June 2011. Following the
                              announcement of that transaction, ACI made an unsolicited offer to acquire S1. Raymond James advised S1 with respect to the offer from ACI,
                              successfully negotiating a transaction; S1 also received an $11.9 million termination fee from Fundtech upon Fundtech’s acquisition by GTCR
                             The combined company will enhance scale and provide additional breadth and product capabilities to serve the entire spectrum of financial institutions,
                              processors and retailers
                             ACI anticipates that with S1 it will achieve annual cost synergies of approximately $30 million
                             ACI also expects the increased global scale to generate further margin expansion and for the transaction to be accretive in 2012
                             For the last twelve months ending June 30, 2011, the companies generated a pro forma combined revenue of $683 million and adjusted EBITDA of $123
                              million
                                ― The Company is expected to have a strong financial profile, including a solid balance sheet with substantial liquidity to support long-term growth


                          Successful Outcome:
                           ACI announced the acquisition of S1 on October 3, 2011, for approximately $9.55 per share based on ACI’s closing price on September 30, 2011

                             $9.55 represented a 34% premium over S1’s closing price the day prior to ACI’s initial announcement on July 26, 2011
                             S1’s Board of Directors unanimously approved the transaction; Raymond James provided a fairness opinion
                             Transaction multiples and other terms were very strong and represented a premium outcome for the Company and its shareholders
                                ― 24.5x LTM EBITDA
                                ― 15.1x CY EBITDA
                             The transaction was completed on February 13, 2012


                                                                                                                                                                              6
RJ Advisory Case Study: PayFlex’s $202M Sale to Aetna
                         Company Background:
      October 2011
                            PayFlex Holdings Inc. (“PayFlex”) is a leading benefits administrator within the account based health plan sector
                            PayFlex provides proprietary web-based benefit administration services and specialized debit cards for plan sponsors who offer consumer-based
                             products such as Health Savings Accounts (HSAs), Health Reimbursement Accounts (HRAs) and Flexible Spending Accounts (FSAs) and also provides
                             COBRA direct-billing services
     $202 Million           PayFlex pioneered the first platform that combines benefit financial accounts, wellness and eligibility management all in one, branded as
       Sale to               “HealthHub”
                               ―   The HealthHub platform, which houses nearly one million participants and several million eligible lives, combines over two decades of tax-
                                   advantaged account administration experience with a suite of wellness and engagement services that is integrated together to form a
                                   powerful solution
Raymond James               PayFlex provides its solutions to over 3,330 employers, including numerous Fortune 1000 companies
acted as the exclusive      PayFlex was founded in 1987, is headquartered in Omaha, Nebraska and was owned by its founders, Oak Investment Partners, and management
financial advisor to         and employees
PayFlex in this
transaction.             Investment Banking Role:
                            Raymond James served as the sole financial advisor to PayFlex
                            The transaction represented the culmination of a long-term strategic advisory relationship
                            Raymond James managed a competitive sale process targeting a limited number of strategic and financial buyers
                            Raymond James led the marketing process, due diligence and negotiations with Aetna and other potential buyers

                         Successful Outcome:
                            Transaction value of approximately $202 million represents a premium outcome for the Company and its investors
                            Aetna Inc. (“Aetna”), headquartered in Hartford, CT, acquired PayFlex on October 4, 2011
                            Aetna Inc. operates as a diversified health care benefits company in the United States
                            Aetna is publicly-traded (NYSE: AET) with a market cap of approximately $14.4 billion
                            PayFlex will allow Aetna to extend its ability to provide members with flexible, customized, easy-to-use tools and solutions to better manage their
                             health care expenses




                                                                                                                                                                              7
RJ Advisory Case Study: Broadridge’s $77M Acquisition of Paladyne
                         Broadridge Overview:
     September 2011       Headquarters: Lake Success, NY
                          Employees: 5,900+
                          Ticker: BR (NYSE)
                          Market Capitalization: $3.0 billion
                          Formed through public spin-off from ADP in 2007
      $77 Million
                          Provides mission critical securities processing / outsourcing and investor communications solutions
     Acquisition of
                         Paladyne Overview:
                          Paladyne is a leading provider of integrated front-, middle- and back-office solutions for the global hedge fund industry, delivered either on a fully hosted /
                             ASP basis or as a local client installation
                            Clients include start-up funds, global fund complexes, hedge fund administrators and prime brokers:
Raymond James
acted as the exclusive
financial advisor to        Revenues derived from annual fees for Paladyne’s order and portfolio management systems, delivered primarily via an ASP model with in excess of 85%
Broadridge in this           recurring revenues
transaction.                Headquartered in New York City with offices in St. Petersburg, Hong Kong and London
                            Founded in 2005; Approximately 150 FTEs

                         Transaction Overview and Rationale:
                          Broadridge Financial Solutions, Inc. (“Broadridge”) announced its acquisition of Paladyne Systems, Inc. (“Paladyne”) on September 8, 2011 for $77 million
                          Raymond James served as the exclusive financial advisor to Broadridge on the acquisition of Paladyne
                               ―   Provided the initial introduction between the two companies and advised Broadridge on deal structuring and execution
                               ―   Prepared extensive financial and synergy analyses and valuation materials to assist in development of optimal transaction structure
                               ―   Leveraged deep industry relationships to provide Broadridge with market intelligence and perspective on Paladyne's solutions
                            The acquisition of Paladyne significantly enhances Broadridge’s buy-side solutions and market presence
                               ―   Buy-side firms include mutual or pension funds and insurance groups that buy securities for money-management purposes
                               ―   Buy-side firms purchase nearly 40% of capital markets technology and services and represent a segment of virtually untapped opportunity for
                                   Broadridge
                          Provides Broadridge a comprehensive technology and outsourcing services solution to the hedge fund, asset management, fund administration, prime
                           brokerage and custodial industry segments
                          Creates substantial cross-selling opportunities leveraging Broadridge’s existing salesforce and brokerage firm relationships




                                                                                                                                                                                      8
RJ Advisory Case Study: Plimus’ $115M Sale to Great Hill Partners
                         Plimus Overview:
     September 2011       Plimus, Inc. (“Plimus” or the “Company”) offers a global e-commerce, marketing and payment platform for digital goods, online services and SaaS
                             business models
                            Plimus serves a rapidly expanding client base of more than 6,500 small-to-medium sized businesses and larger enterprises:

     $115 Million
       Sale to
                            In 2010, Plimus facilitated more than four million digital goods and content-related transactions, with total volume of approximately $200 million
                            Prior to the sale, Plimus was owned by Susquehanna Growth Equity (“SGE”), Plimus founders, key management team members and employees
                            Plimus is based in Fremont, California, with an additional office in Israel

Raymond James            Great Hill Partners Overview:
acted as the exclusive    Great Hill Partners (“GHP”) is a Boston-based private equity firm that manages more than $2.5 billion in capital
financial advisor to        GHP provides capital to finance the expansion, recapitalization or acquisition of growth companies in a wide range of sectors within the business and
Plimus in this               consumer services, media, communications and software industries
transaction.                In addition to its recent investment in Plimus, GHP has extensive experience investing in the FinTech sector:




                         Transaction Overview and Rationale:
                          Plimus was sold to GHP for $115 million on September 29, 2011

                            Raymond James served as the exclusive advisor to Plimus in the transaction and provided several key services:
                                   —   Prepared creative marketing materials highlighting the Company’s unique positioning and rapid growth
                                   —   Managed the due diligence process efficiently and effectively
                                   —   Drove the negotiation of the transaction alongside Company counsel
                            This transaction had a number of benefits for each party:
                                   —   SGE, the Company’s private equity owner, and the Company founders gained liquidity for their ownership stakes
                                   —   Plimus will now have access to a greater amount of capital and resources, thus benefiting the Company as it continues to grow its business
                                   —   GHP has a new payments / e-commerce platform to grow organically and also use to make additional acquisitions




                                                                                                                                                                             9
Trading Analysis by Sector
  (USD in millions)                                                                                                                                                                                             Long-     Price/
                                                 Capitalization                                                 Enterprise Value /      Enterprise Value /                       Revenue          EBITDA        Term     Earnings
                                               Equity     Enterprise              Trading Performance                Revenue                 EBITDA               P /E            Growth          Margin         EPS    to Growth
  Sector (1)                                   Value         Value          YTD      1 Year 3 Year 5 Year      LTM    2012E 2013E     LTM     2012E 2013E     2012E 2013E      2012E 2013E     2012E 2013E     Growth      Ratio

  Liquidity Venues                             $6,168.5       $9,737.7       8.0%    (4.8)%   67.6% (10.5)%     5.6x   5.1x    4.5x    8.9x    8.5x    7.8x    14.7x   13.3x    5.2%    7.3%   58.1%   58.8%    10.1%        1.6

  Benefits / Payroll                            6,252.3           6,232.6    0.7%     7.5%    82.0%   20.2%     4.3x   4.0x    3.5x   11.7x   10.7x    9.7x    19.1x   17.1x    6.7%    8.0%   28.9%   29.4%    15.1%        1.9

  Information Services                          3,943.0           3,735.4    3.6%     5.8% 125.6%      5.9%     3.0x   2.8x    2.6x   11.3x    9.0x    8.5x    15.4x   14.2x    7.0%    7.3%   28.8%   28.9%    13.0%        1.4

  Outsourced Solutions                          3,563.5           3,516.5    6.3%    (4.2)% 133.5%     3.7%     1.4x   1.5x    1.3x    9.2x    7.1x    6.3x    12.4x   10.9x    9.0%    9.6%   18.1%   18.1%    14.1%        1.0

  Insurance Technology                          2,112.3           2,491.7   (3.1)%    0.9% 130.9%     83.9%     3.5x   3.1x    1.4x   10.4x    9.8x    9.0x    15.6x   15.5x    5.5%    6.3%   31.4%   32.2%    14.1%        0.9

  Investment Technology                         1,938.6           2,373.0    8.1%    (6.3)%   66.8% (24.0)%     2.8x   2.5x    2.2x   11.9x   10.4x    8.8x    15.4x   13.1x    5.8%    8.6%   24.2%   26.1%    12.6%        1.3

  Marketing Services                            1,641.6           2,044.3    5.1% (10.8)% 126.9%      50.2%     1.2x   1.1x    1.1x    8.3x    6.1x    5.7x    15.7x   14.1x    5.5%    6.9%   21.7%   20.8%    13.3%        1.5

  Bank Technology                               1,732.8           1,970.4    4.5%    (0.7)%   92.3%    8.0%     2.4x   2.0x    2.0x    9.3x    7.8x    7.3x    15.1x   11.6x    4.6%    4.8%   25.1%   26.1%    12.3%        1.2

  Payments                                      1,101.7           1,144.5    7.0%    10.7%    97.0%   (7.4)%    2.3x   2.3x    2.2x   10.0x    8.7x    7.8x    17.2x   13.7x   10.4%    9.4%   25.9%   27.3%    15.0%        1.0

  Trading Technology (2)                          712.3            712.3    (0.1)% (24.4)%    20.4% (24.0)%     1.1x   1.0x    1.1x    8.2x    6.6x    4.9x    10.4x    8.8x   (0.3%)   8.7%   20.7%   22.7%    11.5%        1.3

  Overall Median                               $2,025.5       $2,432.4      4.8%     (2.5%) 94.7%     4.8%      2.6x   2.4x    2.1x    9.7x    8.6x    7.8x    15.4x   13.5x    5.7%    7.7%   25.5%   26.7%    13.1%        1.3




Source: Capital IQ.
Note: Sectors sorted by Enterprise Value.
(1)    Denotes sector median value.
(2)    Market Capitalization used in place of Enterprise Value.


                                                                                                                                                                                                                        10
Relative Stock Price Performance by Sector
                                                   Year-to-Date Performance                                                                                                                        One-Year Performance
                                                                                                                                                  15.0%
   15.0%
                                                                                                                                                             10.7%
                                                                                                                                                  10.0%
   10.0%       8.1%         8.0%                                                                                                                                          7.5%
                                         7.0%                                                                                                                                           5.8%
                                                       6.3%
                                                                    5.1%        4.5%
    5.0%                                                                                      3.6%                                                 5.0%
                                                                                                                                                                                                     0.9%
                                                                                                           0.7%
    0.0%                                                                                                                                           0.0%
                                                                                                                        (0.1%)                                                                                    (0.7%)

  (5.0%)                                                                                                                             (3.1%)       (5.0%)
                                                                                                                                                                                                                                (4.2%)      (4.8%)
                                                                                                                                                                                                                                                         (6.3%)
 (10.0%)                                                                                                                                         (10.0%)
                                                                                                                                                                                                                                                                     (10.8%)

 (15.0%)                                                                                                                                         (15.0%)


 (20.0%)                                                                                                                                         (20.0%)


 (25.0%)                                                                                                                                         (25.0%)
                                                                                                                                                                                                                                                                                  (24.4%)

 (30.0%)                                                                                                                                         (30.0%)
            Investment     Liquidity    Payments    Outsourced    Marketing      Bank      Information   Benefits /     Trading     Insurance              Payments     Benefits /   Information    Insurance      Bank       Outsourced   Liquidity   Investment   Marketing      Trading
            Technology      Venues                   Solutions     Services   Technology     Services     Payroll     Technology   Technology                            Payroll       Services    Technology   Technology     Solutions   Venues      Technology    Services    Technology


                                                   Three-Year Performance                                                                                                                          Five-Year Performance
140.0%      133.5%        130.9%                                                                                                                 140.0%
                                       126.9%        125.6%



                                                                   97.0%
                                                                                92.3%
 90.0%                                                                                       82.0%                                                90.0%      83.9%

                                                                                                           67.6%         66.8%

                                                                                                                                                                         50.2%

 40.0%                                                                                                                                            40.0%

                                                                                                                                      20.4%                                            20.2%
                                                                                                                                                                                                     8.0%          5.9%         3.7%


(10.0%)                                                                                                                                          (10.0%)
                                                                                                                                                                                                                                            (7.4%)      (10.5%)
                                                                                                                                                                                                                                                                                  (24.0%)
                                                                                                                                                                                                                                                                     (24.0%)



(60.0%)                                                                                                                                          (60.0%)
           Outsourced     Insurance    Marketing    Information   Payments       Bank       Benefits /    Liquidity   Investment      Trading               Insurance   Marketing     Benefits /      Bank      Information   Outsourced   Payments     Liquidity   Investment     Trading
            Solutions    Technology     Services      Services                Technology     Payroll       Venues     Technology    Technology             Technology    Services      Payroll     Technology     Services     Solutions                 Venues     Technology   Technology
Source: Capital IQ.
Data represent median performance for each sector.


                                                                                                                                                                                                                                                                                   11
Valuation Multiple Analysis by Sector
                                        Enterprise Value / 2012E Revenue                                                                                                           Enterprise Value / 2013E Revenue
5.5x                                                                                                                                       5.5x
          5.1x
5.0x                                                                                                                                       5.0x

                                                                                                                                                     4.5x
4.5x                                                                                                                                       4.5x
                       4.0x
4.0x                                                                                                                                       4.0x
                                                                                                                                                                  3.5x
3.5x                                                                                                                                       3.5x
                                    3.1x
3.0x                                              2.8x                                                                                     3.0x
                                                                2.5x                                                                                                            2.6x
2.5x                                                                        2.3x                                                           2.5x
                                                                                                                                                                                              2.2x         2.2x
                                                                                         2.0x                                                                                                                          2.0x
2.0x                                                                                                                                       2.0x

                                                                                                       1.5x                                                                                                                         1.4x
1.5x                                                                                                                                       1.5x                                                                                                   1.3x
                                                                                                                   1.1x                                                                                                                                       1.1x          1.1x
                                                                                                                                 1.0x
1.0x                                                                                                                                       1.0x

0.5x                                                                                                                                       0.5x

0.0x                                                                                                                                       0.0x
        Liquidity    Benefits /    Insurance   Information   Investment   Payments        Bank      Outsourced   Marketing      Trading            Liquidity    Benefits /   Information   Investment    Payments       Bank       Insurance   Outsourced     Trading     Marketing
         Venues       Payroll     Technology     Services    Technology                Technology    Solutions    Services    Technology            Venues       Payroll       Services    Technology                Technology   Technology    Solutions   Technology     Services



                                            Enterprise Value / 2012E EBITDA                                                                                                            Enterprise Value / 2013E EBITDA
12.0x                                                                                                                                      12.0x

          10.7x
                        10.4x
10.0x                                9.8x                                                                                                  10.0x     9.7x
                                                   9.0x                                                                                                            9.0x
                                                                8.7x                                                                                                            8.8x
                                                                             8.5x                                                                                                             8.5x
                                                                                          7.8x                                                                                                             7.8x         7.8x
 8.0x                                                                                                                                       8.0x
                                                                                                       7.1x                                                                                                                         7.3x
                                                                                                                    6.6x
                                                                                                                                                                                                                                                  6.3x
                                                                                                                                 6.1x
 6.0x                                                                                                                                       6.0x                                                                                                              5.7x
                                                                                                                                                                                                                                                                            4.9x


 4.0x                                                                                                                                       4.0x




 2.0x                                                                                                                                       2.0x




 0.0x                                                                                                                                       0.0x
        Benefits /   Investment    Insurance   Information    Payments     Liquidity      Bank      Outsourced     Trading    Marketing            Benefits /    Insurance   Investment    Information   Liquidity   Payments        Bank      Outsourced   Marketing      Trading
         Payroll     Technology   Technology     Services                  Venues      Technology    Solutions   Technology    Services             Payroll     Technology    Technology     Services     Venues                  Technology    Solutions    Services    Technology
Source: Capital IQ.
Data represent median multiples for each sector.


                                                                                                                                                                                                                                                                           12
Valuation Multiple Analysis by Sector (cont’d)
                                                         2012E P / E                                                                                                                                                                          2013E P / E
20.0x     19.1x                                                                                                                                                    20.0x


18.0x                 17.2x                                                                                                                                        18.0x        17.1x

                                  15.7x       15.6x                                                                                                                                               15.5x
16.0x                                                       15.4x            15.4x                                                                                 16.0x
                                                                                             15.1x
                                                                                                               14.7x
                                                                                                                                                                                                                  14.2x           14.1x
                                                                                                                                                                                                                                                   13.7x
14.0x                                                                                                                                                              14.0x                                                                                      13.3x         13.1x
                                                                                                                                  12.4x
12.0x                                                                                                                                                              12.0x                                                                                                                 11.6x
                                                                                                                                                                                                                                                                                                      10.9x
                                                                                                                                                  10.4x
10.0x                                                                                                                                                              10.0x
                                                                                                                                                                                                                                                                                                                   8.8x

 8.0x                                                                                                                                                               8.0x


 6.0x                                                                                                                                                               6.0x


 4.0x                                                                                                                                                               4.0x


 2.0x                                                                                                                                                               2.0x


 0.0x                                                                                                                                                               0.0x
        Benefits /   Payments   Marketing    Insurance   Investment    Information            Bank            Liquidity         Outsourced        Trading                    Benefits /          Insurance      Information     Marketing         Payments   Liquidity   Investment       Bank      Outsourced     Trading
         Payroll                 Services   Technology    Technology     Services          Technology          Venues            Solutions      Technology                    Payroll           Technology        Services       Services                    Venues       Technology   Technology    Solutions   Technology



                                                                                                                                 Price / Earnings to Growth Ratio
                                                                       2.0
                                                                                     1.9
                                                                       1.8


                                                                       1.6                           1.6
                                                                                                                          1.5
                                                                                                                                          1.4
                                                                       1.4
                                                                                                                                                             1.3       1.3
                                                                                                                                                                                          1.2
                                                                       1.2
                                                                                                                                                                                                          1.0             1.0
                                                                       1.0
                                                                                                                                                                                                                                            0.9

                                                                       0.8


                                                                       0.6


                                                                       0.4


                                                                       0.2


                                                                       0.0
                                                                                Benefits /        Liquidity         Marketing         Information     Investment     Trading          Bank            Payments        Outsourced       Insurance
                                                                                 Payroll          Venues             Services           Services      Technology   Technology      Technology                          Solutions      Technology

Source: Capital IQ.
Data represent median multiples for each sector.


                                                                                                                                                                                                                                                                                                                  13
Growth and Margin Analysis by Sector
                                                2012E Revenue Growth                                                                                                                        2013E Revenue Growth
12.0%                                                                                                                                       12.0%

         10.4%
10.0%                                                                                                                                       10.0%     9.6%         9.4%
                      9.0%
                                                                                                                                                                                8.7%          8.6%
                                                                                                                                                                                                           8.0%
8.0%                                                                                                                                        8.0%                                                                         7.3%          7.3%
                                    7.0%                                                                                                                                                                                                            6.9%
                                                  6.7%
                                                                                                                                                                                                                                                                 6.3%
                                                                5.8%
6.0%                                                                         5.5%          5.5%                                             6.0%
                                                                                                        5.2%
                                                                                                                                                                                                                                                                              4.8%
                                                                                                                    4.6%

4.0%                                                                                                                                        4.0%



2.0%                                                                                                                                        2.0%



0.0%                                                                                                                                        0.0%
                                                                                                                                 (0.3%)

-2.0%                                                                                                                                       -2.0%
        Payments    Outsourced   Information    Benefits /   Investment    Marketing     Insurance    Liquidity      Bank        Trading            Outsourced   Payments       Trading    Investment    Benefits /   Information    Liquidity    Marketing     Insurance      Bank
                     Solutions     Services      Payroll      Technology    Services    Technology     Venues     Technology   Technology            Solutions                Technology    Technology    Payroll       Services     Venues        Services    Technology   Technology



                                                  2012E EBITDA Margin                                                                                                                         2013E EBITDA Margin
70.0%                                                                                                                                       70.0%



60.0%    58.1%                                                                                                                              60.0%     58.8%




50.0%                                                                                                                                       50.0%



40.0%                                                                                                                                       40.0%

                      31.4%                                                                                                                                        32.2%
                                   28.9%         28.8%                                                                                                                          29.4%        28.9%
30.0%                                                                                                                                       30.0%                                                         27.3%
                                                               25.9%         25.1%                                                                                                                                      26.1%         26.1%
                                                                                          24.2%
                                                                                                       21.7%                                                                                                                                        22.7%
                                                                                                                    20.7%                                                                                                                                        20.8%
20.0%                                                                                                                            18.1%      20.0%                                                                                                                             18.1%



10.0%                                                                                                                                       10.0%



0.0%                                                                                                                                        0.0%
        Liquidity    Insurance    Benefits /   Information    Payments        Bank      Investment    Marketing     Trading    Outsourced            Liquidity    Insurance   Benefits /   Information   Payments        Bank       Investment      Trading    Marketing    Outsourced
         Venues     Technology     Payroll       Services                  Technology    Technology    Services   Technology    Solutions             Venues     Technology    Payroll       Services                 Technology     Technology   Technology    Services     Solutions
Source: Capital IQ.
Data represent median values for each sector.


                                                                                                                                                                                                                                                                             14
Company Trading Analysis
PAYMENTS
(USD in millions)                                                                                                                                                                                            Long-      Price/
                                      Capitalization                                                  Enterprise Value /     Enterprise Value /                            Revenue           EBITDA          Term      Earnings
                                    Equity    Enterprise              Trading Performance                   Revenue                  EBITDA                P/E              Growth            Margin          EPS      to Growth
Company                             Value       Value       YTD        1 Year     3 Year    5 Year    LTM     2012E 2013E    LTM     2012E    2013E    2012E    2013E    2012E   2013E    2012E   2013E      Growth      Ratio

Visa, Inc.                          $78,227.1   $75,486.1   16.5%       60.1%     105.2%        NA     7.9x    7.3x   6.5x   12.5x    11.5x    10.1x    18.7x    16.1x   10.4%   11.5%    63.3%   64.2%       19.3%          1.0
Mastercard Incorporated              53,134.7    48,194.7   19.3%       74.7%     165.8%    295.1%     7.2x    6.4x   5.7x   13.0x    11.4x     9.9x    19.2x    16.4x   12.4%   12.2%    56.3%   57.5%       17.9%          1.1
eBay Inc.                            45,994.3    42,154.6   13.2%       10.7%     228.8%     11.9%     3.6x    3.1x   2.7x   12.7x     9.5x     8.2x    15.6x    13.4x   19.2%   14.2%    32.2%   32.5%       13.4%          1.2
Discover Financial Services          15,905.5    31,329.7   10.0%       42.1%     423.7%        NA     5.2x    4.2x   4.0x     NA       NA       NA      8.8x      NA     5.8%    4.7%       NA        NA      9.4%          0.9
The Western Union Company            10,837.2    13,045.1    (8.4%)     (18.7%)    56.5%    (18.4%)    2.4x    2.3x   2.1x    8.0x     7.6x     7.2x    10.1x     9.0x    5.2%    5.0%    29.5%   30.0%       11.6%          0.9
Alliance Data Systems Corporation     6,073.2    12,692.6   10.4%       56.5%     310.0%    104.7%     4.0x    3.6x   3.3x   13.6x    11.3x    10.3x    14.3x    12.6x   10.3%    8.2%    32.0%   32.6%       15.4%          0.9
Sage Group plc                        6,462.3     6,480.3    7.0%       11.1%      82.0%     20.2%     3.0x    2.9x   2.8x   10.3x    10.1x     9.6x    14.9x    13.7x    3.6%    3.3%    28.9%   29.4%        5.4%          2.8
VeriFone Systems, Inc                 5,074.4     4,958.8   21.5%        7.4% 1003.5%        23.5%     3.8x    2.5x   2.2x   17.0x    11.8x    10.0x    17.3x    14.3x   39.2%   12.2%    21.1%   22.1%       25.4%          0.7
Total System Services, Inc.           4,132.7     4,095.3    2.3%       23.3%      73.9%    (30.3%)    2.3x    2.3x   2.2x    9.1x     7.7x     7.3x    17.2x    15.5x    0.3%    4.9%    29.4%   29.7%        9.2%          1.9
Global Payments Inc.                  4,044.9     4,078.3    3.2%        8.8%      68.3%     34.6%     2.0x    1.8x   1.6x    8.7x     7.9x     7.3x    14.9x    13.7x   12.1%    9.4%    22.7%   22.3%       12.2%          1.2
FleetCor Technologies, Inc.           3,031.3     3,444.9    9.5%       20.6%         NA        NA     6.6x    5.5x   5.0x   13.4x    10.3x     9.2x    14.2x    12.4x   22.9%   10.0%    53.5%   54.5%       16.4%          0.9
Wright Express Corp.                  2,394.2     2,670.6   13.1%       24.3%     322.7%    114.4%     4.8x    4.5x   4.1x    9.9x     9.0x     8.2x    14.5x    12.9x    7.3%    9.6%    49.4%   49.5%       13.0%          1.1
Wirecard AG                           2,014.0     1,806.6    7.3%       23.2%     216.6%    132.9%     4.3x    3.4x   2.9x   17.6x    12.4x    10.7x    19.0x    16.3x   23.4%   16.5%    27.1%   27.1%       17.8%          1.1
Moneygram International Inc.          1,027.6     1,793.6    (2.4%)     (16.1%)    60.0%    (92.5%)    1.4x    1.3x   1.2x    8.1x     6.7x     6.2x    17.7x    13.5x    7.3%    8.4%    20.0%   20.0%       15.0%          1.2
Cardtronics Inc.                      1,171.3     1,536.7    4.9%       41.4% 1799.3%           NA     2.5x    2.1x   1.9x   10.3x     8.4x     7.7x    17.5x    14.9x   20.0%    7.6%    24.5%   25.1%       15.1%          1.2
Heartland Payment Systems, Inc.       1,101.7     1,144.5   20.9%       44.3%     414.0%     14.2%     0.6x    0.5x   0.4x   10.8x     9.0x     8.0x    20.8x    17.6x    7.2%   19.0%     5.9%       5.6%    14.9%          1.4
Euronet Worldwide Inc.                 970.7      1,138.8    6.5%       10.3%      97.0%    (29.8%)    1.0x    0.9x   0.8x    8.2x     6.8x     6.2x    11.9x    10.7x    8.7%    6.6%    13.1%   13.5%       14.0%          0.8
Green Dot Corporation                 1,131.7      927.7    12.2%       (34.8%)       NA        NA     1.9x    1.6x   1.3x    9.7x     6.3x     5.2x    17.3x    13.8x   21.5%   21.7%    25.7%   25.7%       24.6%          0.7
Bottomline Technologies Inc.          1,018.1      886.7     3.6%       32.3%     380.3%    134.0%     4.2x    3.8x    NA    25.4x    16.4x    13.5x    25.0x      NA    10.9%       NA   23.3%        NA     17.4%          1.4
Higher One Holdings, Inc.              831.9       784.7    (12.7%)     (20.4%)       NA        NA     4.5x    3.6x   3.0x   12.3x     8.9x     7.1x    17.8x    14.0x   17.9%   20.8%    40.3%   41.5%       25.0%          0.7
Netspend Holdings, Inc.                656.3       642.7     1.2%       (30.0%)       NA        NA     2.1x    1.9x   1.7x    8.8x     7.2x     6.2x    19.4x    16.2x   11.1%   12.1%    26.2%   27.3%       19.1%          1.0
PayPoint plc                           626.5       592.1     5.1%       70.6%      50.6%      3.6%     4.6x    4.3x   4.1x    9.1x     8.1x     7.8x    13.5x    13.0x    3.7%    4.3%    52.3%   52.1%          NA              NA
Global Cash Access Holdings, Inc.      360.4       501.1     2.6%       63.0%      97.9%    (63.9%)    0.9x    0.9x   0.8x   10.0x     6.6x      NA      8.8x     7.2x    7.6%    6.8%    13.2%        NA     10.5%          0.8
Net 1 Ueps Technologies Inc.           443.2       471.1     (4.9%)      (3.2%)   (31.8%)   (63.5%)    1.2x    1.1x    NA     3.4x     9.1x      NA     20.1x      NA    11.9%       NA   12.1%        NA        NA              NA
Digital River Inc.                     627.9       261.2     9.2%       (45.9%)   (26.2%)   (67.8%)    0.7x    0.6x   0.6x    4.3x     3.0x     2.7x    14.3x    13.0x    3.9%    6.5%    21.5%   22.8%       16.7%          0.9
Online Resources Corp.                   96.2      211.0    11.9%       (54.0%)     1.4%    (71.0%)    1.4x    1.3x   1.3x   10.4x     6.9x     5.8x    22.3x      NA     3.4%    3.8%    19.1%   21.9%       13.3%          1.7
Newtek Business Services Inc.            46.4        86.1    6.6%       (22.7%)   242.1%    (48.0%)    0.7x     NA     NA     6.1x      NA       NA       NA       NA       NA       NA      NA        NA        NA              NA
Billing Services Group Limited           44.7        82.4    (2.5%)     12.4%     (12.1%)   (63.6%)    0.7x     NA     NA     4.2x      NA       NA       NA       NA       NA       NA      NA        NA        NA              NA
Cass Information Systems Inc.          398.7         63.9    (4.4%)     10.5%      64.0%     35.8%     0.6x     NA     NA     1.8x      NA       NA       NA       NA       NA       NA      NA        NA        NA              NA
Official Payments Holdings, Inc.         84.2        37.4   17.7%       (18.9%)    (8.3%)   (34.3%)    0.3x    0.3x    NA      NA       NA       NA       NA       NA     7.5%       NA      NA        NA     15.0%              NA
TIO Networks Corp.                       23.4        20.1   10.0%        (2.9%)    41.4%    (55.8%)    0.5x    0.4x   0.3x   11.5x     4.7x     2.8x     9.4x      NA    31.1%   33.6%     7.9%       9.8%       NA              NA
Payments Median                      $1,101.7    $1,144.5     7.0%      10.7%      97.0%     (7.4%)    2.3x    2.3x   2.2x   10.0x     8.7x    7.8x     17.2x    13.7x   10.4%    9.4%    25.9%   27.3%        15.0%         1.0

Source: Capital IQ.
Note: Sorted by Enterprise Value.



                                                                                                                                                                                                                       15
Company Trading Analysis
BANK TECHNOLOGY
(USD in millions)                                                                                                                                                                                                       Long-      Price/
                                                 Capitalization                                                  Enterprise Value /     Enterprise Value /                            Revenue           EBITDA          Term      Earnings
                                               Equity    Enterprise              Trading Performance                   Revenue                  EBITDA                P/E              Growth            Margin          EPS      to Growth
Company                                        Value       Value       YTD        1 Year     3 Year    5 Year    LTM     2012E 2013E    LTM     2012E    2013E    2012E    2013E    2012E    2013E   2012E   2013E      Growth      Ratio

Intuit Inc.                                    $17,057.5   $17,097.5    2.3%       12.5%     153.8%     99.0%     4.2x    3.9x   3.5x   12.3x    10.5x     9.4x    19.2x    16.8x    8.5%     9.9%   37.2%   37.9%       15.1%          1.3
Fidelity National Information Services, Inc.     9,186.7    13,733.2   11.1%        (2.0%)    81.3%    (31.5%)    2.4x    2.3x   2.2x    8.3x     7.6x     7.2x    12.6x    11.1x    4.7%     5.0%   30.0%   30.4%       12.8%          1.0
Fiserv, Inc.                                     9,188.5    12,344.5    5.9%        6.9%     103.2%     26.0%     2.8x    2.7x   2.6x    9.4x     8.4x     7.9x    12.9x    11.6x    5.4%     4.7%   32.5%   32.9%       11.8%          1.1
Wolters Kluwer NV                                5,535.1     8,513.0    1.5%       (17.3%)    11.0%    (37.9%)    1.9x    1.8x   1.8x    9.1x     7.3x     7.0x     9.0x     8.5x    4.4%     1.1%   24.8%   25.4%        4.0%          2.3
Fidelity National Financial, Inc.                3,824.3     4,208.5    (4.7%)     26.0%       4.2%    (28.9%)    0.8x    0.8x    NA     7.7x     7.8x      NA     13.6x      NA    (2.5%)      NA   10.8%        NA        NA              NA
Jack Henry & Associates Inc.                     2,927.7     2,978.5    (1.6%)      6.3%     111.8%     44.0%     3.0x    2.8x   2.7x    9.3x     8.6x     8.0x    18.5x      NA     6.2%     6.3%   32.8%   33.1%       11.8%          1.6
Lender Processing Services, Inc.                 1,859.8     2,931.6   31.9%       (34.4%)   (15.8%)       NA     1.4x    1.5x   1.5x    6.0x     6.2x     6.2x     9.4x     8.7x   (5.9%)    1.3%   23.6%   23.5%       10.0%          0.9
Misys plc                                        1,732.8     1,970.4    1.7%        0.3%     163.1%     22.9%     3.0x    2.8x   2.6x   15.5x    10.9x    10.1x    16.5x    14.1x   11.4%     5.2%   25.1%   26.0%       14.1%          1.2
Deluxe Corp.                                     1,256.5     1,967.5    (4.0%)      (1.8%)   219.6%    (20.7%)    1.4x    1.4x   1.3x    5.5x     5.6x     5.5x     7.7x     7.4x    1.8%     1.3%   24.5%   24.6%        6.6%          1.2
Davis + Henderson Corporation                    1,101.0     1,476.1    3.1%       (16.9%)    48.1%     14.3%     2.1x    2.0x   1.9x    8.6x     7.5x     7.2x    11.0x    12.4x    3.2%     3.9%   25.9%   26.2%          NA              NA
Temenos Group AG                                 1,354.7     1,453.5   11.3%       (49.9%)    61.4%    (19.9%)    3.0x    2.9x   2.6x   10.4x     8.6x     7.9x    18.6x    16.0x    4.1%     8.2%   33.1%   33.2%       10.5%          1.8
ACI Worldwide, Inc.                              1,480.1     1,358.9   23.1%       21.5%     111.5%      8.0%     2.9x    1.9x   1.7x   13.4x     8.4x     7.4x    18.0x      NA    54.0%     9.8%   22.7%   23.5%       15.0%          1.2
Computer Services Inc.                            239.0       231.3     6.7%       21.5%     152.3%    120.2%     1.3x     NA     NA     4.2x      NA       NA       NA       NA       NA       NA      NA        NA        NA              NA
Online Resources Corp.                              96.2      211.0    11.9%       (54.0%)     1.4%    (71.0%)    1.4x    1.3x   1.3x   10.4x     6.9x     5.8x    22.3x      NA     3.4%     3.8%   19.1%   21.9%       13.3%          1.7
Ellie Mae, Inc.                                   175.5       149.9        NA          NA        NA        NA     2.7x    2.1x    NA    32.8x      NA       NA     26.5x      NA    35.6%       NA      NA        NA     22.5%          1.2
Bank Technology Median                          $1,732.8    $1,970.4     4.5%       (0.7%)    92.3%      8.0%     2.4x    2.0x   2.0x    9.3x     7.8x    7.3x     15.1x    11.6x    4.6%     4.8%   25.1%   26.1%        12.3%         1.2




INSURANCE TECHNOLOGY
(USD in millions)                                                                                                                                                                                                       Long-      Price/
                                                 Capitalization                                                  Enterprise Value /     Enterprise Value /                            Revenue           EBITDA          Term      Earnings
                                               Equity    Enterprise              Trading Performance                   Revenue                  EBITDA                P/E              Growth            Margin          EPS      to Growth
Company                                        Value       Value       YTD        1 Year     3 Year    5 Year    LTM     2012E 2013E    LTM     2012E    2013E    2012E    2013E    2012E    2013E   2012E   2013E      Growth      Ratio

Verisk Analytics, Inc.                          $7,168.4    $8,077.6    8.0%       40.2%         NA        NA     6.1x    5.6x   5.1x   13.7x    12.4x    11.3x    23.8x    20.9x   10.1%     9.3%   44.8%   45.1%       13.4%          1.8
CGI Group, Inc.                                  5,533.7     6,439.8    7.8%       10.0%     127.7%    119.5%     1.5x    1.5x   1.4x    8.3x     7.8x     7.1x    12.3x    10.5x    4.9%     5.1%   18.7%   19.6%       14.1%          0.9
Solera Holdings Inc.                             3,362.6     4,109.8    0.1%        (3.2%)   130.9%        NA     5.5x    5.2x   4.9x   12.8x    11.7x    10.8x    17.2x    15.6x    6.0%     6.3%   44.0%   44.9%       17.2%          1.0
Ebix Inc.                                         862.1       873.7     (6.3%)     (14.8%)   234.4%    662.5%     5.5x    4.8x    NA    12.4x      NA       NA     14.3x      NA     9.2%       NA      NA        NA     20.0%          0.7
CorVel Corporation                                514.6       504.5    (13.6%)      (8.4%)   140.4%     48.2%     1.2x    1.2x   1.1x    8.1x      NA       NA     16.9x    15.5x    4.5%     8.7%      NA        NA        NA              NA
Crawford & Company                                236.6       378.0    (22.3%)      5.0%     (44.7%)   (26.7%)    0.3x    0.3x   0.3x    3.6x     4.2x     3.7x     7.4x     6.1x   (6.3%)    2.8%    7.9%       8.7%    12.5%          0.6
Insurance Technology Median                     $2,112.3    $2,491.7    (3.1%)       0.9%    130.9%     83.9%     3.5x    3.1x   1.4x   10.4x     9.8x    9.0x     15.6x    15.5x    5.5%     6.3%   31.4%   32.2%        14.1%         0.9



Source: Capital IQ.
Note: Sorted by Enterprise Value.



                                                                                                                                                                                                                                  16
Company Trading Analysis
BENEFITS / PAYROLL
(USD in millions)                                                                                                                                                                                           Long-      Price/
                                      Capitalization                                                  Enterprise Value /     Enterprise Value /                            Revenue            EBITDA        Term      Earnings
                                    Equity    Enterprise              Trading Performance                   Revenue                  EBITDA                P/E              Growth             Margin        EPS      to Growth
Company                             Value       Value       YTD        1 Year     3 Year    5 Year    LTM     2012E 2013E    LTM     2012E    2013E    2012E    2013E    2012E    2013E    2012E   2013E    Growth      Ratio

Automatic Data Processing, Inc.     $26,648.1   $25,328.9    (1.1%)     10.0%      59.1%      9.2%     2.4x    2.3x   2.1x   11.5x    10.7x     9.8x    19.0x    17.1x    6.6%     8.0%    21.4%   21.7%     10.2%          1.9
Intuit Inc.                          17,057.5    17,097.5    2.3%       12.5%     153.8%     99.0%     4.2x    3.9x   3.5x   12.3x    10.5x     9.4x    19.2x    16.8x    8.5%     9.9%    37.2%   37.9%     15.1%          1.3
Paychex, Inc.                        11,343.7    10,932.6    (0.9%)      (4.7%)    41.9%    (21.8%)    5.1x    4.7x   4.4x   11.8x    11.3x    10.0x    20.1x    18.3x    6.2%     7.3%    41.9%   44.1%     10.5%          1.9
Sage Group plc                        6,462.3     6,480.3    7.0%       11.1%      82.0%     20.2%     3.0x    2.9x   2.8x   10.3x    10.1x     9.6x    14.9x    13.7x    3.6%     3.3%    28.9%   29.4%      5.4%          2.8
Edenred                               6,042.2     5,984.8    7.7%        5.0%         NA        NA     4.3x    4.1x   3.7x   11.6x    10.9x     9.7x    21.1x    18.0x    6.0%     8.5%    37.2%   38.6%     15.1%          1.4
The Ultimate Software Group, Inc.     1,817.4     1,768.5    3.1%       33.1%     439.2%    165.9%     6.6x    5.4x   4.4x   40.2x    28.7x    21.1x    69.1x    49.8x   23.0%    21.0%    18.7%   20.9%     24.4%          2.8
Ebix Inc.                              862.1       873.7     (6.3%)     (14.8%)   234.4%    662.5%     5.5x    4.8x    NA    12.4x      NA       NA     14.3x      NA     9.2%       NA       NA       NA    20.0%          0.7
Morneau Shepell Inc.                   533.7       756.4     (1.0%)      3.7%      18.8%     (7.3%)    2.1x    1.9x   1.9x   10.9x     9.6x     9.0x    17.2x    16.2x    6.9%     3.9%    20.1%   20.6%        NA              NA
Benefits / Payroll Median            $6,252.3    $6,232.6     0.7%        7.5%     82.0%     20.2%     4.3x    4.0x   3.5x   11.7x    10.7x    9.7x     19.1x    17.1x    6.7%     8.0%    28.9%   29.4%      15.1%         1.9




MARKETING SERVICES
(USD in millions)                                                                                                                                                                                           Long-      Price/
                                      Capitalization                                                  Enterprise Value /     Enterprise Value /                            Revenue            EBITDA        Term      Earnings
                                    Equity    Enterprise              Trading Performance                   Revenue                  EBITDA                P/E              Growth             Margin        EPS      to Growth
Company                             Value       Value       YTD        1 Year     3 Year    5 Year    LTM     2012E 2013E    LTM     2012E    2013E    2012E    2013E    2012E    2013E    2012E   2013E    Growth      Ratio

Experian plc                        $15,143.5   $17,112.5   10.1%       21.7%     126.9%     59.4%     3.8x    3.4x   3.1x   11.9x    10.4x     9.6x    17.2x    15.5x    9.5%     8.2%    32.6%   32.9%     13.0%          1.3
Alliance Data Systems Corporation     6,073.2    12,692.6   10.4%       56.5%     310.0%    104.7%     4.0x    3.6x   3.3x   13.6x    11.3x    10.3x    14.3x    12.6x   10.3%     8.2%    32.0%   32.6%     15.4%          0.9
Aimia Inc.                            2,185.4     2,672.1    0.1%        (1.6%)    32.8%    (37.5%)    1.2x    1.1x   1.1x   10.3x     7.0x     6.4x    10.3x     8.1x    5.4%     5.0%    16.1%   16.8%        NA              NA
Bankrate, Inc.                        2,383.8     2,521.2    0.3%           NA        NA        NA     5.9x    4.7x   3.9x   19.4x    14.8x    12.1x    41.1x    29.5x   30.6%    18.4%    31.5%   32.5%     25.5%          1.6
Valassis Communications Inc.          1,066.9     1,567.5    6.4%       (10.8%) 1750.4%      50.2%     0.7x    0.7x   0.7x    5.5x     5.0x     4.8x     8.0x     7.1x   (1.0%)    1.2%    14.1%   14.5%     11.9%          0.7
Acxiom Corporation                    1,097.8     1,237.7    3.8%       (15.3%)    69.6%    (34.6%)    1.1x    1.1x   1.0x    4.6x     4.8x     4.9x    21.8x    17.4x   (6.2%)    5.6%    22.9%   21.2%     11.8%          1.8
QuinStreet, Inc.                       471.8       441.4     6.9%       (51.8%)       NA        NA     1.1x    1.1x   1.0x    6.3x     5.2x     4.7x    21.8x    18.5x    5.1%     9.2%    20.5%   20.5%     13.5%          1.6
CPP Group Plc                          281.4       292.9    (13.1%)     (63.3%)       NA        NA     0.5x    0.5x   0.5x    3.2x     3.4x     3.2x     5.7x     5.7x    5.7%    (2.4%)   15.0%   16.0%        NA              NA
Marketing Services Median            $1,641.6    $2,044.3     5.1%      (10.8%)   126.9%     50.2%     1.2x    1.1x   1.1x    8.3x     6.1x    5.7x     15.7x    14.1x    5.5%     6.9%    21.7%   20.8%      13.3%         1.5




Source: Capital IQ.
Note: Sorted by Enterprise Value.



                                                                                                                                                                                                                      17
Company Trading Analysis
LIQUIDITY VENUES
(USD in millions)                                                                                                                                                                                              Long-      Price/
                                           Capitalization                                                Enterprise Value /       Enterprise Value /                            Revenue           EBITDA       Term      Earnings
                                         Equity    Enterprise            Trading Performance                   Revenue                    EBITDA                P/E              Growth            Margin       EPS      to Growth
Company                                  Value       Value       YTD      1 Year     3 Year    5 Year    LTM     2012E 2013E      LTM     2012E    2013E    2012E    2013E    2012E    2013E   2012E   2013E   Growth      Ratio

CME Group Inc.                           $19,219.6   $20,306.8   20.6%      (5.5%)    58.7%    (46.9%)    6.2x     6.1x    5.7x    8.9x     8.5x     7.8x    16.1x    14.2x    1.3%     7.3%   71.4%   72.5%    10.1%          1.6
Deutsche Boerse AG                        12,364.8    13,201.7   11.7%      (9.6%)    36.8%    (34.9%)    4.2x     4.1x    4.0x    8.0x     7.2x     6.7x    10.5x     9.6x    4.1%     4.4%   57.4%   58.8%    11.4%          0.9
BM&F Bovespa SA                           12,926.8    12,340.5   4.6%       3.8%      93.1%        NA    11.1x    10.2x    9.0x   16.7x    14.9x    13.1x    14.7x    12.8x    6.7%    13.2%   68.5%   68.8%    15.2%          1.0
Hong Kong Exchanges & Clearing Limited    20,101.8    12,016.9   9.9%      (14.8%)   131.2%     86.5%    11.4x    10.9x   10.4x   14.4x    14.6x    13.1x    27.3x    25.9x    6.9%     5.4%   74.7%   79.4%     7.5%          3.7
IntercontinentalExchange, Inc.            10,014.6    10,119.9   19.5%      8.5%     143.0%     (8.4%)    7.6x     7.0x    6.5x   11.1x     9.8x     8.8x    17.2x    15.3x    8.2%     9.1%   71.8%   73.6%    12.5%          1.4
Nasdaq OMX Group Inc.                      4,567.0     9,866.0   4.1%       (4.8%)    26.0%    (10.1%)    5.8x     5.7x    5.4x   11.2x    11.0x    10.3x     9.6x     8.5x    3.5%     5.5%   51.3%   51.9%    10.4%          0.9
NYSE Euronext, Inc.                        7,799.7     9,737.7   10.1%     (18.4%)    76.4%    (63.6%)    3.6x     3.7x    3.5x    7.8x     7.6x     7.0x    11.6x     9.7x   (2.3%)    6.7%   48.8%   50.2%    10.0%          1.2
Singapore Exchange Ltd.                    6,168.5     5,658.5   11.1%      (9.5%)    58.8%      6.8%    10.8x    10.2x    9.3x   18.9x    16.4x    14.6x    25.4x    22.5x    5.5%    10.0%   62.3%   63.8%     9.4%          2.7
London Stock Exchange Group plc            3,870.1     4,406.4   4.9%       0.7%     107.7%    (28.5%)    3.7x     3.5x    3.3x    6.8x     6.2x     6.1x    10.3x     9.8x   11.1%     7.1%   57.1%   54.2%     5.9%          1.7
TMX Group Inc.                             3,266.1     3,070.6   2.4%       6.5%      39.7%    (10.5%)    4.5x     4.3x    4.0x    7.6x     7.3x     6.7x    11.6x    10.5x    5.2%     7.7%   58.1%   58.8%     6.0%          1.9
CBOE Holdings, Inc.                        2,447.4     2,312.4   8.0%       (1.1%)       NA        NA     4.6x     4.4x    4.1x    8.4x     7.9x     7.2x    16.6x    14.4x    4.1%     7.6%   55.5%   56.5%    10.6%          1.6
ASX Limited                                5,838.8     1,974.4   1.8%      (13.8%)    17.2%    (26.8%)    2.3x     2.7x    2.6x    2.9x     3.5x     3.3x    14.2x    13.3x    4.1%     6.3%   77.2%   77.4%     7.9%          1.8
MarketAxess Holdings Inc.                  1,217.9     1,016.8   7.2%      55.1%     319.8%    139.8%     5.6x     5.1x    4.5x   11.9x    10.5x     8.9x    24.4x    19.0x   10.3%    13.9%   48.7%   50.5%    22.5%          1.1
Liquidity Venues Median                   $6,168.5    $9,737.7    8.0%      (4.8%)    67.6%    (10.5%)    5.6x    5.1x    4.5x     8.9x     8.5x    7.8x     14.7x    13.3x    5.2%     7.3%   58.1%   58.8%     10.1%         1.6




Source: Capital IQ.
Note: Sorted by Enterprise Value.



                                                                                                                                                                                                                         18
Company Trading Analysis
TRADING TECHNOLOGY
(USD in millions)                                                                                                                                                                                                                      Long-     Price/
                                                          Capitalization                                                        Enterprise Value /     Enterprise Value /                            Revenue           EBITDA          Term     Earnings
                                                        Equity    Enterprise                    Trading Performance                   Revenue                  EBITDA                P/E              Growth            Margin          EPS     to Growth
                                                                               (1)
Company                                                  Value         Value          YTD        1 Year     3 Year    5 Year    LTM     2012E 2013E    LTM     2012E    2013E    2012E    2013E    2012E    2013E   2012E   2013E      Growth     Ratio

The Charles Schwab Corporation                          $17,646.2      $17,646.2      19.2%       (25.6%)     9.2%    (24.0%)    3.8x    3.7x   3.4x   12.6x    12.2x    10.3x    20.6x    16.8x    2.3%     9.5%   30.2%   32.7%       14.0%         1.5
TD Ameritrade Holding Corporation                        10,242.2       10,242.2      16.3%       (12.8%)    57.3%     16.8%     3.7x    3.7x   3.3x    9.9x     9.9x     8.0x    16.1x    12.5x   (0.3%)   12.5%   37.5%   40.8%       12.1%         1.3
ICAP plc                                                   3,962.1       3,962.1      14.5%       (24.4%)    63.7%    (17.4%)    1.5x    1.4x   1.4x    8.8x     6.5x     6.0x     9.9x     9.2x    2.8%     2.9%   21.6%   22.9%        8.0%         1.2
E*TRADE Financial Corporation                              2,748.9       2,748.9      16.5%       (38.4%)    20.4%    (95.8%)    1.9x    1.5x   1.5x    7.6x     6.8x     4.9x    20.1x    14.1x   (9.3%)    1.1%   21.7%   29.8%       15.5%         1.3
Knight Capital Group, Inc.                                 1,198.2       1,198.2       1.3%        (2.8%)   (24.7%)   (17.5%)    0.9x    1.0x   0.9x    5.5x     5.2x     4.6x     9.4x     7.9x   (8.8%)    9.7%   18.2%   19.0%       10.7%         0.9
FXCM Inc.                                                      712.3       712.3      (10.8%)         NA        NA        NA     1.8x    1.8x   1.5x   10.6x     6.7x     5.0x    10.5x     8.3x    8.1%    17.8%   26.5%   30.1%        1.0%        10.5
GFI Group Inc.                                                 458.3       458.3      (15.2%)     (20.3%)    71.4%    (75.1%)    0.5x    0.4x   0.4x    7.2x     4.3x     4.0x    10.3x     7.6x    0.2%     8.5%   10.4%   10.3%       11.5%         0.9
Investment Technology Group Inc.                               449.7       449.7       (0.1%)     (39.3%)   (40.9%)   (71.8%)    0.8x    0.8x   0.8x    9.1x     9.7x     8.2x    16.3x    12.5x   (4.8%)    3.9%    8.4%       9.7%    11.0%         1.5
INTL FCStone Inc.                                              429.9       429.9      (11.9%)      (4.3%)   194.2%     31.7%     1.1x    0.9x    NA     7.5x      NA       NA      9.3x     8.2x   11.7%       NA      NA        NA        NA             NA
GAIN Capital Holdings, Inc.                                    179.3       179.3      (16.0%)         NA        NA        NA     1.0x    0.9x   0.8x    4.7x     4.6x     3.7x     7.9x     6.6x   (2.4%)    9.0%   19.9%   22.5%       15.0%         0.5
Penson Worldwide Inc                                            35.8           35.8   (11.7%)     (80.3%)   (73.3%)   (95.3%)    0.1x    0.1x   0.1x     NA      3.4x     1.4x      NA       NA    (4.3%)    6.1%    4.1%       9.5%       NA             NA
Trading Technology Median                                  $712.3         $712.3       (0.1%)     (24.4%)    20.4%    (24.0%)    1.1x    1.0x   1.1x    8.2x     6.6x    4.9x     10.4x     8.8x   (0.3%)    8.7%   20.7%   22.7%       11.5%         1.3




Source: Capital IQ.
Note: Sorted by Enterprise Value.
(1) Market Capitalization used in place of Enterprise Value.


                                                                                                                                                                                                                                                19
Company Trading Analysis
INVESTMENT TECHNOLOGY
(USD in millions)                                                                                                                                                                                                               Long-      Price/
                                                          Capitalization                                                    Enterprise Value /     Enterprise Value /                            Revenue           EBITDA       Term      Earnings
                                                        Equity    Enterprise                Trading Performance                   Revenue                  EBITDA                P/E              Growth            Margin       EPS      to Growth
Company                                                  Value         Value       YTD       1 Year     3 Year    5 Year    LTM     2012E 2013E    LTM     2012E    2013E    2012E    2013E    2012E    2013E   2012E   2013E   Growth      Ratio

The Bank of New York Mellon Corporation(1)              $26,638.0      $26,638.0   10.4%      (26.7%)    (0.3%)   (45.4%)    1.8x    1.8x   1.7x    7.0x     6.7x     6.1x     9.7x     8.9x    0.4%     4.7%   26.8%   27.8%    11.1%          0.9
State Street Corp. (1)                                   20,601.9       20,601.9   8.8%        (4.8%)    67.1%    (35.8%)    2.1x    2.1x   2.0x    7.3x     7.3x     6.7x    10.8x     9.5x    0.7%     6.3%   29.2%   30.0%    12.6%          0.9
Charles Schwab Corp. (1)                                 17,646.2       17,646.2   19.2%      (25.6%)     9.2%    (24.0%)    3.8x    3.7x   3.4x   12.6x    12.2x    10.3x    20.6x    16.8x    2.3%     9.5%   30.2%   32.7%    14.0%          1.5
Northern Trust Corporation(1)                            10,707.9       10,707.9   7.4%       (13.1%)   (20.1%)   (26.1%)    2.9x    2.7x   2.5x   10.5x     9.4x     8.3x    15.0x    13.1x    5.1%     6.4%   28.4%   30.2%    14.8%          1.0
TD Ameritrade Holding Corporation(1)                     10,242.2       10,242.2   16.3%      (12.8%)    57.3%     16.8%     3.7x    3.7x   3.3x    9.9x     9.9x     8.0x    16.1x    12.5x   (0.3%)   12.5%   37.5%   40.8%    12.1%          1.3
Computershare Ltd.                                         4,628.3       5,884.7   0.8%       (20.5%)     9.8%    (22.7%)    3.6x    3.1x   2.8x   18.0x    12.2x    10.2x    15.1x    12.3x   13.8%    10.2%   25.0%   27.2%    11.7%          1.3
Broadridge Financial Solutions Inc.                        3,019.0       3,375.1   1.3%        6.6%      52.3%        NA     1.5x    1.4x   1.3x   11.8x     9.9x     8.2x    14.8x    12.2x    5.3%     4.5%   14.2%   16.4%    13.8%          1.1
DST Systems Inc.                                           2,273.7       3,204.1   9.4%        5.9%      80.1%    (25.3%)    1.3x    1.7x   1.6x   11.9x    11.7x    10.9x    13.0x    11.8x   13.1%     3.4%   14.2%   14.7%    10.0%          1.3
SEI Investments Co.                                        3,487.7       3,082.8   10.1%      (12.2%)    66.8%    (34.1%)    3.3x    3.1x   2.9x    9.8x    12.2x    10.6x    15.6x    13.7x    4.9%     7.5%   25.6%   27.5%    12.5%          1.2
SS&C Technologies Holdings, Inc.                           1,603.5       1,663.2   10.0%       6.3%         NA        NA     4.5x    4.1x   3.8x   21.1x    10.4x     9.6x    17.1x    16.3x    8.7%     7.6%   39.8%   40.0%    13.3%          1.3
Advent Software, Inc.                                      1,312.6       1,227.1   (3.5%)      (8.2%)    88.9%     44.2%     3.8x    3.4x   3.1x   15.0x    14.4x    12.3x    27.9x    24.1x   12.1%     9.7%   23.4%   24.9%    21.0%          1.3
Financial Engines, Inc.                                    1,060.4        915.4    (3.1%)      (7.8%)       NA        NA     6.4x    5.1x   4.1x   39.7x    31.7x    24.2x    49.6x    35.5x   24.7%    25.6%   16.1%   16.8%    33.3%          1.5
Fidessa group plc                                              971.5      858.5    (0.5%)      1.2%     113.4%     47.4%     1.9x    1.8x   1.7x   12.7x    12.4x    11.6x    19.5x    18.6x    4.3%     5.2%   14.8%   15.0%    12.0%          1.6
GlobeOp Financial Services S.A                                 778.4      671.5    24.5%      14.6%     479.7%        NA     3.0x    2.7x   2.3x   12.0x     9.3x     7.7x    17.8x    14.7x   13.7%    17.6%   28.4%   29.4%       NA              NA
SimCorp A/S                                                    711.3      658.8    6.0%        0.9%      55.2%    (23.7%)    2.6x    2.4x   2.2x   10.3x    10.4x     9.0x    15.2x    13.1x    5.0%    12.2%   23.5%   24.0%       NA              NA
Envestnet, Inc.                                                396.0      331.3    6.0%        0.9%         NA        NA     2.7x    2.1x   1.7x   30.1x    16.7x     8.5x    28.1x    16.6x   25.5%    27.9%   12.9%   19.7%    34.5%          0.8
First Derivatives plc                                          125.9      158.3    (4.7%)     13.0%     239.1%     67.2%     2.4x    1.9x   1.7x   14.8x    10.0x     8.4x    12.8x    10.7x   18.8%    14.0%   18.9%   19.7%       NA              NA
Linedata Services SA                                           158.9      159.4    25.3%      (12.1%)   195.6%    (41.4%)    0.9x    0.8x   0.8x    5.7x     5.3x     5.1x     8.8x     8.0x    6.4%     3.1%   15.3%   15.4%     1.3%          6.8
Investment Technology Median                             $1,938.6       $2,373.0    8.1%       (6.3%)    66.8%    (24.0%)    2.8x    2.5x   2.2x   11.9x    10.4x    8.8x     15.4x    13.1x    5.8%     8.6%   24.2%   26.1%     12.6%         1.3




Source: Capital IQ.
Note: Sorted by Enterprise Value.
(1) Market Capitalization used in place of Enterprise Value.


                                                                                                                                                                                                                                          20
Company Trading Analysis
INFORMATION SERVICES
(USD in millions)                                                                                                                                                                                           Long-      Price/
                                      Capitalization                                                  Enterprise Value /     Enterprise Value /                            Revenue            EBITDA        Term      Earnings
                                    Equity    Enterprise              Trading Performance                   Revenue                  EBITDA                P/E              Growth             Margin        EPS      to Growth
Company                             Value       Value       YTD        1 Year     3 Year    5 Year    LTM     2012E 2013E    LTM     2012E    2013E    2012E    2013E    2012E    2013E    2012E   2013E    Growth      Ratio

Thomson Reuters Corporation         $24,086.0   $31,503.0    3.3%       (24.5%)    (9.0%)   (39.3%)    2.3x    2.4x   2.3x    9.4x     8.7x     8.4x    13.9x    12.6x    1.9%     3.3%    27.7%   27.8%     11.5%          1.2
Experian plc                         15,143.5    17,112.5   10.1%       21.7%     126.9%     59.4%     3.8x    3.4x   3.1x   11.9x    10.4x     9.6x    17.2x    15.5x    9.5%     8.2%    32.6%   32.9%     13.0%          1.3
The McGraw-Hill Companies, Inc.      12,938.1    13,239.1    0.5%       23.6%     135.9%    (28.1%)    2.1x    2.0x   1.9x    7.9x     7.5x     7.0x    14.1x    12.8x    3.4%     5.6%    27.0%   27.4%     10.5%          1.3
Reed Elsevier plc                    10,675.7    10,675.7    5.3%        2.0%       5.0%     (6.6%)    1.1x    1.1x   1.0x    3.7x     3.4x     3.4x    11.2x    10.7x    4.3%     2.2%    31.1%   31.2%      6.1%          1.8
Moody's Corp.                         8,606.2     9,135.7    4.2%       23.2%     115.1%    (41.6%)    4.0x    3.7x   3.5x    9.5x     8.6x     8.1x    14.5x    13.2x    8.6%     6.9%    42.9%   42.6%     12.5%          1.2
Wolters Kluwer NV                     5,535.1     8,513.0    1.5%       (17.3%)    11.0%    (37.9%)    1.9x    1.8x   1.8x    9.1x     7.3x     7.0x     9.0x     8.5x    4.4%     1.1%    24.8%   25.4%      4.0%          2.3
Verisk Analytics, Inc.                7,168.4     8,077.6    8.0%       40.2%         NA        NA     6.1x    5.6x   5.1x   13.7x    12.4x    11.3x    23.8x    20.9x   10.1%     9.3%    44.8%   45.1%     13.4%          1.8
IHS Inc.                              6,216.4     6,788.3    5.6%       14.7%     132.2%    152.1%     5.1x    4.4x   4.0x   16.9x    15.4x    12.9x    23.8x    19.6x   16.1%    10.0%    28.7%   31.2%     16.8%          1.4
Equifax Inc.                          5,038.3     5,943.5    7.2%       18.2%      95.5%      8.9%     3.0x    2.8x   2.7x    9.3x     8.6x     8.0x    15.0x    13.5x    7.2%     7.3%    33.0%   33.2%     10.4%          1.4
Informa plc                           4,152.4     5,399.2   12.8%        0.4%     103.7%    (22.7%)    2.7x    2.6x   2.5x    9.9x     9.0x     8.5x    10.5x     9.7x    4.0%     4.2%    28.5%   28.9%      8.4%          1.2
MSCI Inc.                             4,265.7     5,018.8    8.5%        1.7%     124.5%        NA     5.6x    5.2x   4.8x   12.0x    11.3x    10.3x    18.0x    16.1x    6.4%     8.3%    46.4%   46.8%     13.0%          1.4
Dun & Bradstreet Corp.                3,944.2     4,743.7    (0.1%)      3.6%      11.7%     (7.5%)    2.7x    2.7x   2.6x    9.0x     8.2x     7.5x    12.4x    11.4x   (0.6%)    4.4%    33.1%   34.8%      9.1%          1.4
FactSet Research Systems Inc.         3,943.0     3,735.4    (1.9%)     (14.6%)   126.8%     45.7%     5.0x    4.5x   4.1x   13.3x    11.7x    10.6x    20.8x      NA     9.6%    11.1%    38.8%   38.6%     15.5%          1.3
Morningstar Inc.                      3,001.5     2,534.6    0.6%        4.3%     114.6%     19.5%     4.0x     NA     NA    13.7x      NA       NA       NA       NA       NA       NA       NA       NA       NA              NA
Bankrate, Inc.                        2,383.8     2,521.2       NA          NA        NA        NA     5.9x    4.7x   3.9x   19.4x    14.8x    12.1x    41.1x    29.5x   30.6%    18.4%    31.5%   32.5%     25.5%          1.6
CoreLogic, Inc.                       1,638.6     2,269.1    7.4%       (16.1%)       NA        NA     1.7x    1.5x   1.5x   11.3x     6.8x     6.3x    16.3x    14.2x    5.0%     1.0%    22.6%   24.4%      9.5%          1.7
NICE Systems Ltd.                     2,169.5     1,821.1    (4.3%)      4.1%      52.4%     (9.2%)    2.3x    1.9x   1.7x   13.1x     8.0x     7.4x    14.1x    12.4x   17.8%    11.3%    24.2%   23.5%     20.0%          0.7
Fair Isaac Corp.                      1,458.6     1,739.0   10.9%       48.3%     269.7%      3.2%     2.7x    2.7x   2.6x    9.4x     9.4x     9.4x    15.8x    14.3x    2.8%       NA    28.8%   27.5%     16.5%          1.0
DealerTrack Holdings, Inc.            1,168.2     1,089.8    3.8%       43.5%     163.7%    (14.6%)    3.1x    2.9x   2.6x   14.6x    13.7x    10.7x    26.9x    22.6x    6.8%    11.1%    21.4%   24.7%     14.5%          1.9
CoStar Group Inc.                     1,526.3      977.5     (0.1%)      7.4%     135.2%     30.0%     3.9x    3.5x   3.2x   17.1x    14.9x    13.0x    44.1x    37.0x   10.0%    10.1%    23.7%   24.7%     22.7%          1.9
LoopNet, Inc.                          785.4       674.3    12.6%       59.6%     214.0%     12.3%     7.8x    7.0x   6.4x   45.0x    24.2x    30.9x    61.8x    65.7x   12.7%     9.7%    28.9%   20.6%        NA              NA
The Dolan Company                      270.9       473.1     (5.1%)     (28.1%)    48.4%        NA     1.6x    1.5x   1.4x    8.4x     6.6x     5.4x    14.0x    10.6x    7.4%     7.1%    22.9%   26.1%     14.3%          1.0
Intersections Inc.                     201.3       195.8     (7.0%)     15.4%     147.2%      8.7%     0.5x    0.6x   0.6x    4.2x      NA       NA     12.8x    14.2x   (7.9%)   (5.9%)      NA       NA     8.0%          1.6
Reis, Inc.                             107.6         92.4    (1.1%)     38.1%     154.1%     32.3%     3.1x     NA     NA    17.4x      NA       NA       NA       NA       NA       NA       NA       NA       NA              NA
Creditriskmonitor.com Inc.               19.8        11.5   (16.7%)     (64.3%)   142.7%     31.6%     1.1x     NA     NA     8.3x      NA       NA       NA       NA       NA       NA       NA       NA       NA              NA
Information Services Median          $3,943.0    $3,735.4     3.6%        5.8%    125.6%      5.9%     3.0x    2.8x   2.6x   11.3x     9.0x    8.5x     15.4x    14.2x    7.0%     7.3%    28.8%   28.9%      13.0%         1.4




Source: Capital IQ.
Note: Sorted by Enterprise Value.



                                                                                                                                                                                                                      21
Company Trading Analysis
OUTSOURCED SOLUTIONS
(USD in millions)                                                                                                                                                                                                     Long-      Price/
                                               Capitalization                                                  Enterprise Value /     Enterprise Value /                            Revenue           EBITDA          Term      Earnings
                                             Equity    Enterprise              Trading Performance                   Revenue                  EBITDA                P/E              Growth            Margin          EPS      to Growth
Company                                      Value       Value       YTD        1 Year     3 Year    5 Year    LTM     2012E 2013E    LTM     2012E    2013E    2012E    2013E    2012E    2013E   2012E   2013E      Growth      Ratio

Tata Consultancy Services Limited            $48,737.9   $47,530.5   10.0%        8.6%     408.1%     94.5%     5.0x    4.1x   3.6x   16.1x    14.2x    12.6x    19.1x    17.1x   24.9%    14.4%   28.8%   28.3%       18.5%          1.0
Infosys Ltd.                                  33,505.9    29,786.9    6.3%        (6.9%)   133.5%     33.5%     4.4x    3.8x   3.4x   13.9x    12.1x    11.2x    17.2x    15.7x   20.0%    11.3%   31.2%   30.1%       16.5%          1.0
Dell Inc.                                     31,079.6    25,515.6    1.9%       12.3%     102.8%    (24.8%)    0.4x    0.4x   0.4x    4.7x     4.6x     4.5x     8.2x     7.8x    0.9%     2.0%    9.0%       8.8%     5.1%          1.6
Wipro Ltd.                                    21,511.3    20,460.8    5.4%        (2.6%)   247.0%     22.1%     2.8x    2.4x   2.1x   14.6x    11.7x    11.1x    16.8x    15.8x   18.2%    12.7%   20.5%   19.1%       14.5%          1.2
Xerox Corp.                                   10,961.4    19,190.4    6.5%       (22.5%)    58.9%    (52.1%)    0.8x    0.8x   0.8x    6.1x     5.7x     5.3x     7.3x     6.7x    0.6%     2.1%   14.7%   15.5%        7.5%          1.0
Cognizant Technology Solutions Corporation    21,524.5    19,092.3    (0.1%)      (4.8%)   285.6%     58.8%     3.1x    2.5x   2.1x   15.1x    12.5x    10.4x    20.6x    17.4x   23.1%    19.3%   20.3%   20.4%       20.5%          1.0
HCL Technologies Ltd.                          6,837.1     6,923.7   13.1%        3.5%     384.8%     53.4%     1.8x    1.5x   1.3x   11.5x     8.2x     8.2x    13.9x    12.2x   25.6%    12.3%   18.1%   16.2%       23.0%          0.6
Computer Sciences Corporation                  4,925.2     6,806.2   22.5%       (32.9%)    (8.6%)   (39.1%)    0.4x    0.4x   0.4x   20.9x     3.3x     2.9x    10.2x     7.9x   (1.8%)    2.1%   12.9%   14.2%        9.0%          1.1
CGI Group, Inc.                                5,533.7     6,439.8    7.8%       10.0%     127.7%    119.5%     1.5x    1.5x   1.4x    8.3x     7.8x     7.1x    12.3x    10.5x    4.9%     5.1%   18.7%   19.6%       14.1%          0.9
Amdocs Limited                                 5,249.1     4,324.1    3.6%        1.9%      83.1%    (11.4%)    1.3x    1.3x   1.2x    7.2x     6.2x     6.2x    12.5x    10.9x    4.8%     4.9%   20.8%   19.9%        9.8%          1.3
Genpact Ltd.                                   3,563.5     3,516.5    8.9%       18.6%     102.3%        NA     2.2x    1.9x   1.7x   11.9x    10.7x     9.4x    18.8x    16.0x   17.8%    13.5%   17.6%   17.5%       16.5%          1.1
Lender Processing Services, Inc.               1,859.8     2,931.6   31.9%       (34.4%)   (15.8%)       NA     1.4x    1.5x   1.5x    6.0x     6.2x     6.2x     9.4x     8.7x   (5.9%)    1.3%   23.6%   23.5%       10.0%          0.9
Deluxe Corp.                                   1,256.5     1,967.5    (4.0%)      (1.8%)   219.6%    (20.7%)    1.4x    1.4x   1.3x    5.5x     5.6x     5.5x     7.7x     7.4x    1.8%     1.3%   24.5%   24.6%        6.6%          1.2
iGATE Corporation                               988.4      1,954.9    (1.9%)      (4.2%)   481.0%    143.1%     2.5x    1.7x   1.5x   12.4x     6.4x     6.3x    12.4x    10.3x      NA    11.2%   26.4%   24.3%       17.4%          0.7
Mphasis Limited                                1,857.2     1,498.3   16.6%        (4.4%)   157.6%     55.5%     1.4x    1.2x   1.2x    7.5x     7.1x     6.6x    12.0x    11.2x   13.0%     5.9%   17.3%   17.7%       10.1%          1.2
Convergys Corporation                          1,492.7     1,175.4    (2.9%)      (7.5%)    99.7%    (49.3%)    0.5x    0.5x   0.5x    4.5x     4.3x     4.0x    12.8x    11.4x    2.6%     3.3%   11.8%   12.2%        9.5%          1.3
TeleTech Holdings Inc.                          864.5       783.4    (10.0%)     (29.6%)    76.3%    (56.2%)    0.7x    0.6x   0.6x    5.5x     4.8x     4.4x    11.2x     9.3x    1.3%     9.6%   13.5%   13.5%       13.6%          0.8
Exlservice Holdings, Inc.                       867.9       783.6    16.0%       33.0%     244.1%     18.8%     2.2x    1.7x   1.5x   12.4x     9.6x     8.3x    18.6x    15.5x   25.9%    18.0%   18.1%   17.9%       20.3%          0.9
CSG International, Inc.                         516.8       667.7     (1.1%)     (16.7%)    18.4%    (35.3%)    0.9x    0.9x   0.9x    3.9x     4.1x     3.9x     9.4x     9.6x    0.0%     1.7%   22.2%   22.9%        8.3%          1.1
WNS (Holdings) Ltd.                             551.3       622.9    14.1%        5.9%     159.1%    (65.0%)    1.2x    1.5x   1.3x    9.2x     8.3x     7.3x     8.8x     9.9x   13.8%    12.2%   17.9%   18.1%       20.7%          0.4
Virtusa Corp.                                   400.9       327.1     (1.1%)      (6.7%)   155.0%        NA     1.2x    1.0x   0.9x   10.8x     8.1x     6.3x    16.1x    13.0x   20.2%    13.9%   12.8%   14.4%       23.5%          0.7
Outsourced Solutions Median                   $3,563.5    $3,516.5     6.3%       (4.2%)   133.5%      3.7%     1.4x    1.5x   1.3x    9.2x     7.1x    6.3x     12.4x    10.9x    9.0%     9.6%   18.1%   18.1%        14.1%         1.0




Source: Capital IQ.
Note: Sorted by Enterprise Value.



                                                                                                                                                                                                                                22
Selected Recent Strategic Buyer M&A Activity
Announced Date   Buyer   Target       Sector        Transaction Size   Comments

                                                                          PORTIA provides a broad set of middle-to-back office capabilities that allow investment managers to
                                                                           track and manage the day-to-day activity in their investment portfolios
                                    Investment                            The solution supports a range of functions including corporate action processing, internal, client and
Feb-12                                                 $170mm
                                    Technology                             regulatory reporting, performance measurement and attribution and post trade compliance
                         PORTIA
                                                                          PORTIA’s offering will complement SS&C’s existing investment management solutions portfolio and
                                                                           build upon SS&C’s financial technology development capabilities

                                                                          Beacon Software provides web-based technology solutions to community financial institutions
                                                                          Solutions offered include bill pay, treasury management, telephone banking, personal financial
Feb-12                            Bank Technology         NA               management and mobile banking
                                                                          Beacon’s singular focus on community financial institutions enables Integrated Bank Technology to
                                                                           continue its expansion into the community banking segment

                                                                          BANKS.com provides access to thousands of pages of current financial content, including: articles,
                                                                           stock quotes, audio, video, blogs and much more
                                    Information                           The Company provides Internet search services through a combination of traffic aggregation and
Feb-12                                                  $5mm
                                      Services                             proprietary Websites
                                                                          The merger of BANKS.com’s portfolio of assets and Remark Media’s technology platform will expand
                                                                           client product offerings while enhancing customer experience

                                                                          MoreMagic Solutions offers mobile payment solutions to mobile operators, financial institutions,
                                                                           content providers and distributors, enabling consumers to purchase goods and services on demand
                                                                           using a web-enabled mobile device
Feb-12                               Payments             NA              Combined, the technological capabilities of Oberthur Technologies and MoreMagic will create a
                                                                           comprehensive mobile money services suite including secured end-to-end payment and money
                                                                           transfer services, helping mobile operators and financial institutions to offer financial services in
                                                                           mobility such as proximity, remote payment and mobile banking


                                                                          Sub1 is a Latin American payment service provider with 70% market share in Argentina
Feb-12                    Sub1       Payments             NA              The acquisition of Sub1 facilitates GlobalCollect’s strategic intention to expand in Latin America and
                                                                           further contributes to the growth and ambition of GlobalCollect to be the leading electronic payment
                                                                           service provider in the region




                                                                                                                                                                           23
Selected Recent Strategic Buyer M&A Activity (cont’d)
Announced Date   Buyer   Target     Sector      Transaction Size   Comments

                                                                      Kima Labs provides online shopping community solutions for mobile devices for in-store shopping
                                                                       requirements
Feb-12                            Payments            NA              Its solutions enable users to scan and recommend items, see recommendations from people in the
                                                                       community, get ideas for what to buy, and compare prices with other stores, as well as provide
                                                                       suggestions for similar products and buy products in physical stores

                                                                      WHI Solutions provides web-based eBusiness solutions to automotive and heavy-duty parts sellers
                                                                       and service providers
                                                                      With the acquisition of WHI, eBay plans to expand its catalog of auto replacement parts to specialty
                                  Information
Feb-12                                                NA               equipment to meet the needs of its customers
                                    Services
                                                                      In addition to the catalog benefits for eBay Motors buyers, sellers will also enjoy a better experience
                                                                       with an easier way to list inventory, with automatically populating listing fields including description,
                                                                       image and vehicle application data using WHI’s catalog of millions of SKUs

                                                                      Insurers world provides strategic analytics and claims software to the property insurance industry
                                                                      Together, Enservio and Insurers World will be able to offer property insurers a full range of solutions
                                   Insurance
Feb-12                                                NA               from strategic analytics to claims software and services nationally
                                  Technology
                                                                      As a combined entity, Enservio provides solutions to 12 of the largest property insurers in the nation,
                                                                       has over 300 insurer customers and over 450 employees nationally

                                                                      NYSE acquired 25% of Fixnetix with an option to acquire the remaining portion of the business at any
                                                                       time in the next three years
                                                                      Fixnetix is a service provider of ultra-low latency data provision, co-location, trading services and risk
                                                                       controls for more than 50 markets worldwide
                                    Trading
Feb-12                                                NA              The transaction positions NYSE Technologies’ global reach and technology solutions alongside
                                  Technology
                                                                       Fixnetix’s low latency market data and trading infrastructure services to present customers a
                                                                       combined offering of core managed services delivered to markets and participants around the world
                                                                      The strategic investment will allow both companies to offer their trading and market information
                                                                       services to global customers with greater integration and scale

                                                                      SEI acquired the assets of NorthStar Systems International
                                                                      The transaction expands SEI’s front-office capabilities across its Global Wealth Platform
                                    Trading
Feb-12                                                NA              The acquired technology will enable SEI to deliver more sophisticated levels of front-office automation
                                  Technology
                                                                       and functionality to its wealth management clients in critical business areas such as client acquisition
                                                                       and client management




                                                                                                                                                                           24
Selected Recent Strategic Buyer M&A Activity (cont’d)
Announced Date   Buyer   Target     Sector     Transaction Size   Comments

                                                                     Tamarac provides an integrated, web-based suite of portfolio and client management software for
                                                                      independent advisors and wealth managers
                                  Investment                         The company currently has relationships with approximately 500 Register Investment Advisor firms ,
Feb-12                                             $54mm
                                  Technology                          collectively managing over $250 billion in assets
                                                                     The combination of Envestnet and Tamarac will enhance the way advisors support investors through
                                                                      the Advisor Xi technology suite

                                                                     Intuitive Group International implements multi-channel, multi-touch marketing programs in Europe
                                                                     The acquisition will allow Parago to provide clients full-service programs designed to increase
                                  Marketing                           customer acquisition, enhance channel sales performance and reward and recognize employee
Feb-12                                               NA
                                   Services                           performance
                                                                     The combination of the two incentives providers will result in a greater reach and suite of total
                                                                      engagement offerings, plus a client roster that includes many of the world’s leading companies


                                                                     Medagate powers OTCNetwork™, the only national closed loop over-the-counter (OTC) healthcare
                                                                      benefits payments platform
Feb-12                            Payments           NA              Medagate's technology platform supports several applications that enable retail and healthcare to
                                                                      intersect at the point of sale, enabling insured health plan members as well as Medicare and Medicaid
                                                                      members to access and spend their monthly healthcare benefits in a user-friendly manner



                                                                     Integral Computers is a provider of secure payment services and products to the retail, hospitality and
                                                                      petroleum industries
                                                                     Integral supports over 28,000 points of sale across Ireland and the U.K. and its hosted and offsite
Feb-12                            Payments         $26mm
                                                                      payment solutions currently process over 5 billion transactions annually
                                                                     The acquisition of Integral accelerates Sage Pay’s existing strategy of offering connected payment
                                                                      services to the cardholder present market

                                                                     Prima Capital is a provider of investment manager due diligence, research applications, asset
                                                                      allocation modeling and multi-manager portfolios to the wealth management and retirement
                                                                      industries
                                  Investment                         The acquisition of Prima extends Envestnet’s ability to deliver an expanded set of premium research-
Feb-12                                             $14mm
                                  Technology                          based solutions to financial advisors
                                                                     Envestnet plans to enhance its wealth management solutions with Prima’s objective advice, analytics
                                                                      and data on managed account strategies, mutual funds, ETFs and alternative investments, delivered
                                                                      through powerful web-based technology



                                                                                                                                                                      25
Selected Recent Strategic Buyer M&A Activity (cont’d)
Announced Date   Buyer    Target        Sector      Transaction Size   Comments

                                                                          R2 Financial Technologies is a provider of advanced risk and scenario-based analytics to traders,
                                                                           portfolio and risk managers for pricing, hedging and capital management across asset classes
                                      Information                         The Company offers NxR², a front-office pricing, portfolio construction, and risk management
Feb-12                                                    NA
                                        Services                           software solution and R² Capital, a middle-office risk and capital management software solution
                                                                          The acquisition will enable S&P Capital IQ to give clients an integrated view of market and credit risks
                                                                           across asset classes in a unique solution

                                                                          Navita is a provider of software and services to the global energy and commodity trading industry
                                                                          This acquisition will further extend Brady's footprint in the energy market as Navita's solutions support
                                                                           trading and risk management in a number of segments already familiar to Brady, including electric
                                        Trading
Feb-12                                                  $27mm              power, gas, emissions / carbon and related commodities
                                      Technology
                                                                          Brady will gain an extended functional footprint in the areas of physical power and gas, as well as data
                                                                           management, scheduling and nominations, which will enhance its current product offering to the
                                                                           energy markets


                                                                          e-VERIFILE specializes in developing and delivering web-powered employee screening solutions and
                                      Information                          support systems
Feb-12                                                    NA
                                        Services                          Products and services include background checks, credit history reports and criminal background
                                                                           investigations


                                                                          SBC Systems designs, supports and implements employee benefits management software
                                                                          The Company’s products are designed to help outsourcers, plan sponsors and associations deal with
                                       Benefits /                          complex benefit plan provisions, communicate those provisions and manage the data and processes
Jan-12                                                    NA
                                        Payroll                            associated with administering their plans
                                                                          Morneau Shepell is headquartered in Canada and the acquisition expands its presence in the U.S.
                                                                           benefits management market

                                                                          Green Dot Corporation has acquired certain processing and hardware assets of eCommLink (ECL) for
                                                                           $2.5 million in cash
                                                                          This asset purchase will allow Green Dot to continue its strategy of vertical integration by bringing key
                                                                           remaining elements of transaction processing in house, thereby reducing reliance on third parties
Jan-12                                Payments          $3mm
                         Processing                                       Green Dot recently renewed its outsourced processing agreement with TSYS for an additional two-
                           Assets                                          year term
                                                                          During this period, Green Dot expects to transition those services from TSYS to its in-house processing
                                                                           solution built on the assets acquired from ECL



                                                                                                                                                                             26
Selected Recent Strategic Buyer M&A Activity (cont’d)
Announced Date   Buyer      Target             Sector          Transaction Size   Comments

                                                                                     Cardstar is a Boston-based developer of mobile applications that extend the use of loyalty cards and
                                                                                      mobile coupons among consumers
                                             Marketing
Jan-12                                                               NA              The CardStar application consolidates membership and rewards cards on smartphones, letting
                                              Services
                                                                                      consumers use a single application rather than a series of physical cards and enabling merchants to
                                                                                      tailor mobile deals and information to their customers


                                                                                     Algorithmic Trading Management is a provider of global, multi-asset class algorithmic execution
                                              Trading                                 trading models
Jan-12                                                               NA
                                            Technology                               Following the closing of the transaction, ATM will continue to operate as a separate financial
                                                                                      technology business offering broker neutral services to existing and future clients

                                                                                     Mark Altman & Associates (MA&A) is a provider of comprehensive billing solutions serving municipal,
                                                                                      utility and private sector customers
                                                                                     The merger will allow customers to benefit from a broad range of operating synergies and enables
Jan-12                                       Payments                NA               Billtrust to accelerate its growth in key municipal and utility markets
                                                                                     Current print, eBilling and archiving platforms will be consolidated into a single, more powerful
                                                                                      platform that will enable new capabilities to automate services, drive usage of online payment
                                                                                      channels and monitor quality

                                                                                     ADP announced its acquisition of the Indian payroll business of Randstad Holding nv from its Indian
                                                                                      subsidiary Ma Foi Randstad
                                                                                     Ma Foi Consulting Solutions Ltd., the Indian company acquired by ADP from Ma Foi Randstad, offers
Jan-12                                    Benefits / Payroll         NA
                         Indian Payroll                                               managed payroll services and social benefits administration to clients across India through a fully
                           Business                                                   customized payroll engine
                                                                                     Ma Foi Consulting Solutions serves over 350 brand-name multinational and domestic clients


                                                                                     QUOSA is a content management and workflow productivity solutions provider for researchers and
                                                                                      information managers
                                            Information
Jan-12                                                               NA              QUOSA ‘s technological capabilities will be developed into Elsevier-branded solutions and will allow
                                              Services
                                                                                      researchers and information professionals to manage information more efficiently at the various
                                                                                      stages of the research workflow including organizing, archiving and sharing




                                                                                                                                                                                     27
Selected Recent Strategic Buyer M&A Activity (cont’d)
Announced Date   Buyer    Target         Sector          Transaction Size   Comments

                                                                               Crivo, through its service offerings, provides its Brazilian customers highly sophisticated and versatile
                                                                                decision-making capabilities
                                                                               The combination of Crivo and TransUnion will create significant value for the Brazilian market,
                                      Information
Jan-12                                                         NA               providing a unique source of actionable data that will enable clients to adapt and maximize
                                        Services
                                                                                relationships and business processes at every stage in a customer's lifecycle
                                                                               Crivo's proprietary technologies are currently employed in growth industries such as credit,
                                                                                telecommunications, insurance and retail

                                                                               The Pilot solution, built and used by TOBAM as its decision support solution for the fund’s principals, is
                                                                                complementary to SunGard’s Asset Arena solution suite, which supports the core functions of the
                                                                                asset management industry including investment management, investment operations and investor
                                        Trading                                 servicing
Jan-12                                                         NA
                                      Technology
                           Pilot                                               SunGard’s asset management solutions help institutional investors, hedge funds, private equity firms,
                         Software                                               fund administrators and securities transfer agents improve both investment decision-making and
                                                                                operational efficiency, while managing risk and increasing transparency

                                                                               Tender Retail is a Toronto-based payments company with a substantial North American distribution
                                                                                network
                                                                               GFI Solutions intends to expand its product line, and it will be introducing a semi-integrated payment
Jan-12                                 Payments                NA
                                                                                solution complementary to Tender Retail's offering
                                                                               With this expansion, GFI Solutions will become the largest point-of-sale payment solutions provider in
                                                                                Canada

                                                                               Icon Time Systems serves small businesses with PC-based and web-enabled time and attendance
                                                                                products
                                                                               Paychex initially partnered with Icon Time Systems in February 2011 for the successful launch of the
Jan-12                              Benefits / Payroll         NA
                                                                                Paychex PST 1000 time clock, an easy-to-use system that delivers progressive time and attendance
                                                                                technology to small businesses
                                                                               Customers include restaurants, medical offices and manufacturing and retail companies

                                                                               Fortigent delivers a fully integrated and customizable business-to-business outsourced wealth
                                                                                management solution to banks, trust companies, and independent advisory firms
                                      Investment                               Services include an open architecture investment platform with particular expertise in alternative
Jan-12                                                         NA
                                      Technology                                investments, a flexible unified managed account program and consolidated wealth reporting
                                                                               Upon completion of this transaction, Fortigent will remain solely focused on supporting practices
                                                                                serving high-net-worth clients




                                                                                                                                                                                   28
Selected Recent Strategic Buyer M&A Activity (cont’d)
Announced Date   Buyer     Target        Sector     Transaction Size   Comments

                                                                          TaxACT is a provider of tax preparation software
                                                                          TaxACT’s offerings are available through a secure online delivery system, complemented by available
                                                                           desktop downloads and extensive tax and IRS expertise
                                       Outsourced
Jan-12                                                 $288mm             The transaction is expected to be immediately accretive to InfoSpace earnings per share and year one
                                        Solutions
                                                                           return on shareholder capital is expected to exceed 16%
                                                                          For the twelve months ending September 30, 2011, TaxACT had revenues of $78.1 million and
                                                                           adjusted EBITDA of $37.8 million

                                                                          WikiPay is a low-cost, cash-based payment and marketing platform solution for Peer-to-Peer,
                                                                           Business-to-Consumer (B2C), Consumer-to-Business (C2B), and Business-to-Business (B2B)
                                                                           transactions
Jan-12                                 Payments           NA              WikiPay's mobile marketing application, WikiBlast, enables merchants to reach their client base
                                                                           instantly with a variety of customizable SMS marketing programs
                                                                          The merger between WikiLoan and WikiPay will allow the new Company to market both robust
                                                                           platforms to the same prospective clients and affiliate relationships

                                                                          Cover-All Technologies announced the acquisition of the assets of BlueWave Technology, including its
                                                                           insurance claims software
                                                                          The Cover-All/BlueWave browser-based claims administration software solution will be marketed
                                        Insurance                          both as a standalone solution as well as a fully integrated component within Cover-All's existing Policy
Jan-12                                                    NA
                                       Technology                          and Business Intelligence products
                                                                          BlueWave’s flagship product, PipelineClaims™, was designed and developed with an in-depth
                                                                           knowledge of the claims process and utilizes the latest technologies to create a flexible, easy-to-use,
                                                                           functionally rich and efficient claims solution

                                                                          Legent Clearing is a FINRA member firm providing securities clearing and other services to FINRA
                                                                           member firms
                                         Trading                          Legent’s current client correspondent roster includes more than 75 broker / dealers
Jan-12                                                  $20mm
                                       Technology                         The Company’s new relationship with COR Securities will enable it to improve and expand its product
                                                                           and service offerings and continue to build on its network of fully-disclosed broker-dealer
                                                                           correspondents

                                                                          Global Payments announced that HSBC Bank Malta PLC has agreed to sell its card acquiring business to
                         HSBC Bank                                         HSBC Merchant Services Ltd, a Maltese subsidiary of Global Payments Inc
                         Malta, Card                                      HSBC Bank Malta plc, together with its subsidiaries, provides banking and financial related services in
Dec-11                                 Payments         $14mm
                          Acquiring                                        Malta
                          Business                                        HSBC Merchant Services provides card processing services to corporations, financial institutions, and
                                                                           government agencies primarily in the United Kingdom



                                                                                                                                                                            29
Selected Recent Strategic Buyer M&A Activity (cont’d)
Announced Date   Buyer     Target        Sector      Transaction Size   Comments

                                                                           BillSafe is a German-based provider of purchase-on-invoice technology
                                                                           The acquisition extends Ebay’s leadership in payments by combining BillSafe with PayPal
Dec-11                                 Payments            NA
                                                                           PayPal, which serves more than 15 million accounts in Germany, believes the addition of BILLSAFE will
                                                                            provide a comprehensive payment service for merchants and consumers

                                                                           VaultWare provides consumer-centric apartment marketing and leasing solutions focused on
                                                                            delivering an ideal online shopping experience that results in streamlined operations, highly qualified
                                       Outsourced                           leads and more leases
Dec-11                                                     NA
                                        Solutions
                                                                           The acquisition will provide MRI’s customers with a complete, fully automated lease management
                                                                            solution that will be tightly integrated into MRI’s property management and accounting systems


                                                                           RapiData is a provider of machine-readable economic news to trading firms and financial institutions
                                         Trading
Dec-11                                                     NA              With this acquisition, NASDAQ OMX will deliver U.S. government and other economic news directly
                                       Technology
                                                                            from the source to customers interested in receiving information in an electronic feed

                                                                           Barrie & Hibbert is a provider of risk management and modeling tools for insurance companies
                                                                            worldwide
                                                                           With more than 150 customers around the world, Barrie & Hibbert's Economic Scenario Generator
                                                                            (ESG) is widely used for valuing and projecting assets and liabilities and assessing risk and capital
                                       Information
Dec-11                                                   $78mm              positions
                                         Services
                                                                           Barrie & Hibbert's offerings and expertise in understanding the risks in long-term asset and liability
                                                                            management will enhance Moody's data management, capital calculation and regulatory reporting
                                                                            platform to further meet the needs of institutions as they undertake risk management and regulatory
                                                                            compliance activities

                                                                           Wolters Kluwer Financial Services announced its acquisition of the regulatory compliance content of
                                                                            PRINGLE® Policy and Procedure Solutions (PRINGLE) from PRINGLE Publications Corporation
                          PRINGLE                                          Wolters Kluwer will integrate PRINGLE’s compliance and safety and soundness policies and
                         Compliance    Information                          procedures, worksheets, forms, and regulatory checklists and tests into the Policies and Procedures
Dec-11                                                     NA
                          Policies &     Services                           module of the company’s ARC Logics for Financial Services enterprise risk management (ERM) solution
                         Procedures                                        The integration of PRINGLE content within ARC Logics further strengthens the continuum of control
                                                                            that compliance professionals require to ensure their primary regulatory obligations are met within
                                                                            the operational units




                                                                                                                                                                             30
Selected Recent Strategic Buyer M&A Activity (cont’d)
Announced Date   Buyer       Target           Sector     Transaction Size   Comments

                                                                               DocuTech announced its acquisition of the assets of Lender Support Systems’ (LSSI) Docs3D mortgage
                                                                                document software
                                                                               The acquisition of LSSI’s Docs3D software and customer base enables DocuTech to continue growing
                                             Banking
Dec-11                                                         NA               its existing presence among regional banks and credit unions
                                            Technology
                                                                               Current LSSI customers will benefit from the expanded compliance services offered by DocuTech,
                                                                                including dedicated legal staff tracking all regulatory changes and monthly updates to ensure all
                                                                                systems are up-to-date

                                                                               AllStar’s fuel cards permit fleet operators to provide their company drivers with a payment card to fuel
                         AllStar Business                                       their vehicles securely without having the need to pay with cash or personal credit cards
Dec-11                                      Payments        $304mm
                          Solutions Ltd.                                       At present, AllStar has approximately 40,000 customers and about one million cardholders, a large
                                                                                portion of whom are small and medium sized enterprises in the U.K.

                                                                               DepotPoint operates as a default management workflow vendor
                                                                               By incorporating the DepotPoint technology, MRN Cubed's outsourcing unit will have a centralized
                                            Outsourced
Dec-11                                                         NA               hub to process short sales and foreclosures
                                             Solutions
                                                                               MRN Cubed will reconfigure DepotPoint to be used for origination, beginning with its due diligence
                                                                                outsourcing and expanding to include its underwriting technology

                                                                               Bonneville Bancorp is the holding company of Bonneville Bank, a single-office, FDIC-insured
                                                                                commercial bank located in Provo, Utah with approximately $37 million in assets
Dec-11                                      Payments         $16mm
                                                                               The acquisition of Bonneville Bank will give Green Dot the ability to serve broader segments of
                                                                                consumers with innovative banking and payment solutions

                                                                               ASAP Advisor Services provides investment marketing services and database management solutions
                                                                                for institutional money managers, hedge fund managers and other financial advisors
                                                                               eVestment will phase in a new brand name, eVestment Omni, to cover its full suite of database
                                            Investment                          population offerings, with three versions to match the spectrum of solutions available from the
Dec-11                                                         NA
                                            Technology                          combined organization
                                                                               Collectively, the eVestment Omni offerings will automate and manage data population for over 300
                                                                                clients representing over $24.5 trillion in assets under management and over 4,600 unique investment
                                                                                strategies




                                                                                                                                                                                  31
Selected Recent Financial Buyer Activity
Announced Date   Investor(s)   Target     Sector      Transaction Size Comments

                                                                        TransUnion provides information and risk management solutions, including credit and data reports,
                                                                         credit scores, analytical services and decisioning technologies
                                        Information
Feb-12                                                   $3.3bn         Its decision services are used to evaluate business risks and opportunities associated with new
                                          Services
                                                                         consumer credit and checking accounts, insurance applications, account collection, patient
                                                                         registrations and apartment rental requests

                                                                        GlobeOp Financial Services is an independent administrator of middle and back office services,
                                                                         integrated risk reporting and portfolio analytics for hedge funds, managed accounts and fund of funds
                                        Investment                      By outsourcing to GlobeOp, clients can reduce their technology investments and operational risks,
Feb-12                                                   $727mm
                                        Technology                       while increasing their focus on asset generation and portfolio management
                                                                        GlobeOp serves approximately 200 clients worldwide, representing $173 billion in assets under
                                                                         administration

                                                                        Orc is a provider of technology and services to the global financial industry with a focus on advanced
                                                                         trading, market making and brokerage
                                          Trading
Jan-12                                                   $293mm         It provides solutions for trading and market access for buy and sell-side professionals, such as
                                        Technology
                                                                         investment banks, market making and trading firms, stock exchanges, brokers, institutional investors
                                                                         and hedge funds




                                                                                                                                                                         32
Selected Recent Growth Equity / Venture Capital Activity
Announced Date   Investor(s)   Target     Sector      Investment Size   Comments

                                                                           Karma provides a mobile platform which gives users the option to give friends gifts via iOS and Android
                                        Marketing                           applications
Feb-12                                                    $5mm
                                         Services                          Gift recipients receive a notification message and are able to customize their gift choices by color or
                                                                            style prior to shipping or exchange the gift for an entirely different product


                                                                           ROAM Data is an mCommerce Platform-as-a-Service (PaaS) provider extending physical Point of Sales
                                                                            and eCommerce to the mobile environment to help merchants find and keep customers
Feb-12                                  Payments            NA
                                                                           ROAM’s solutions allow merchants to accept card payments on mobile devices, and allow consumers to
                                                                            easily make purchases in mobile shopping applications and advertisements


                                                                           The GoPago service would allow consumers to use their mobile phones to order and pay for local goods
                                                                            or services and then show the merchant a receipt on the phone screen when picking up a purchase
Feb-12                                  Payments            NA
                                                                           In exchange for the investment of an undisclosed sum, JPMorgan Chase will be the first financial services
                                                                            company to partner with GoPago, which will also open its service to other bank partners


                                                                           FNZ is a provider of technology, transaction and custody services to the wealth management industry
                                        Investment                         FNZ’s technology, transaction and custody services enable these institutions to provide wealth
Feb-12                                                      NA
                                        Technology                          management solutions to financial advisers, end-investors and the workplace that are efficient, flexible
                                                                            and scalable, supporting market, demographic and regulatory trends worldwide



                                                                           Lumesis offers data, visualization and analytical tools and time-sensitive notifications for the fixed
                                        Information                         income marketplace
Feb-12                                                    $3mm
                                          Services                         Its DIVER product brings its clients more than 130 data sets from over 30 distinct sources regarding data
                                                                            that impact the fiscal well-being of states, counties and other municipalities



                                                                           Correlix offers RaceTeam™, a latency management service providing real-time latency visibility for buy-
                                          Trading                           side, sell-side and liquidity venues
Feb-12                                                      NA
                                        Technology                         The company's global client base encompasses the world's largest high frequency trading sell-side, buy-
                                                                            side and market centers as well as low-latency service providers




                                                                                                                                                                              33
Selected Recent Growth Equity / Venture Capital Activity (cont’d)
Announced Date   Investor(s)   Target     Sector     Investment Size   Comments

                                                                          360T Group is a provider of web-based trading technology for OTC financial instruments, particularly
                                                                           currency exchange, short term money market loan/deposits and interest rate derivatives
                                          Trading                         The Company’s multi-bank platform provides the liquidity of more than 100 global and regional market
Feb-12                                                     NA
                                        Technology                         makers used by over 1000 client organizations worldwide
                                                                          360T Group also offers a professional white-label trading technology for electronic trading services to a
                                                                           closed group of users on a proprietary branded platform

                                                                          Flattr provides a social micro-payment system which facilitates small donations
                                                                          Users establish a monthly donation amount that is divided equally over sites or causes they choose to
Feb-12                                  Payments          $2m
                                                                           like or “flattr” over the course of the month
                                                                          The monthly fee remains constant without regard for how many times the donation is divided


                                                                          GoCardless provides an interface which allows smaller merchants and companies to integrate ACH
                                                                           transfers into their sites for one-time and recurring payments
Feb-12                                  Payments         $2mm             The Company offers transfer services for one-third to one-fourth the cost of most network-based
                                                                           payment options
                                                                          GoCardless is currently integrated with over 300 merchants


                                                                          Dwolla provides a free web-based software platform which allows users to send, receive and request
                                                                           funds from any other user
Feb-12                                  Payments         $5mm
                                                                          Dwolla allows users to send money at no charge and levies a 25 cent fee on users to receive funds in
                                                                           excess of $10

                                                                          Capital Access Network, Inc. (CAN) is a provider of daily remittance-powered financial products and
                                                                           services for small and mid-sized businesses
                                        Outsourced                        Daily remittance financial products combine behavioral risk scoring and data driven risk management to
Feb-12                                                  $30mm
                                         Solutions                         enable the delivery of more capital to the right small businesses while decreasing provider risk
                                                                          The Company’s wholly-owned subsidiaries have provided over $2 billion in more than 80,000
                                                                           transactions


                                                                          Xero provides SaaS-based accounting products to small and medium-sized business in New Zealand and
                  Valar                 Outsourced                         internationally
Feb-12                                                  $17mm
                 Ventures                Solutions                        Specific subscription services for clients include invoicing / billing, accounts payable, bank reconciliation
                                                                           and bookkeeping




                                                                                                                                                                                34
Selected Recent Growth Equity / Venture Capital Activity (cont’d)
Announced Date   Investor(s)   Target     Sector      Investment Size   Comments

                                                                           PlanSource provides SaaS-based outsourced solutions including payroll, benefits administration,
                                        Outsourced                          decision support and HRMS technology
Feb-12                                                   $12mm
                                         Solutions                         PlanSource unites brokers, insurance providers, employers and employees by unifying HR data,
                                                                            managing HR transactions and educating employees

                                                                           Veracity Payment Solutions is a provider of credit card, debit card and ACH processing solutions
                                                                           The Company employs a channel-driven strategy targeting community banks, trade associations and
Feb-12                                  Payments         $80mm              affinity partners
                                                                           Veracity annually processes over one billion dollars in transaction volume for more than 10,000
                                                                            businesses



                                        Payments /                         CardSpring provides an interface that lets developers add coupons, loyalty programs and digital
Feb-12                                  Marketing        $10mm              receipts to payment cards
                                         Services                          The interface eliminates the need for business specific mobile device applications



                                                                           MOGL offers customer loyalty rewards programs for restaurants
                                                                           MOGL’s secure technology platform tracks credit and debit card transactions and activity so that
                                        Marketing
Feb-12                                                   $10mm              consumers earn rewards without the need for presenting coupons or membership cards
                                         Services
                                                                           The platform leverages game mechanics and human psychology to offer multiple incentives that
                                                                            motivate consumers to repeatedly return to member restaurant venues

                                                                           TrialPay's transaction advertising platform for online merchants places targeted promotions around
                                                                            purchase transactions
                                        Payments /
                                                                           TrialPay works with leading companies across many industries, including software, social apps, retail,
Jan-12                                  Marketing        $40mm
                                                                            online services and more
                                         Services
                                                                           Over the past five years, the Company has provided more than 150 million users with compelling
                                                                            payment options at more than 10,000 sites including Facebook, Gap, Trend Micro and Fandango

                                                                           Vodafone Ventures invested $11.3mm in Finsphere, a provider of identity analytics technology
                                        Payments /                         Finsphere’s technology enables wireless carriers to protect their customers through identity
Jan-12                                  Information      $11mm              authentication services
                                          Services                         Finsphere also provides a platform for the development of non-intrusive, privacy enhancing services to
                                                                            protect individuals and data across all industry segments




                                                                                                                                                                               35
Selected Recent Growth Equity / Venture Capital Activity (cont’d)
Announced Date   Investor(s)   Target       Sector        Investment Size   Comments

                                                                               HelloWallet is a provider of personalized financial guidance
                                         Investment                            The company has sold more than 300,000 subscriptions since it launched its enterprise application in
                                         Technology/                            mid-2011, and is now working with some of the largest companies in the country
Jan-12                                                       $12mm
                                         Information                           During this same period, HelloWallet’s personalized financial guidance has helped its average members
                                           Services                             increase their monthly savings contributions by more than 80%, creating about $350 in extra savings
                                                                                contributions every month per person

                                                                               Recurly, Inc. provides enterprise-class recurring billing management for subscription-based SaaS, Web
                                                                                2.0, Mobile, content and publishing businesses worldwide
                                                                               Businesses like Fox News Radio, JibJab Media and Weather Underground depend on Recurly’s ability to
Jan-12                                     Payments           $6mm              deliver recurring billing automation that is set up in days, and offered as a month-to-month service,
                                                                                without setup fees or contractual commitments
                                                                               Since it’s launch in January of 2010, Recurly has deployed subscription billing for over six hundred
                                                                                companies throughout North America and the European Union

                                                                               ZestCash is a provider of online payday loans
                                                                               The company takes an entirely different approach to underwriting by combining machine learning
                                                                                techniques and data analysis, coupled with traditional credit scoring
Jan-12                                  Bank Technology      $23mm
                                                                               As a result, the company can offer credit to many people who historically would have been turned away
                                                                               The new funding will be used towards further innovations in underwriting, expansion into additional
                                                                                states and company growth

                                                                               iPipeline provides a suite of sales distribution software to the insurance and financial services markets
                                                                                through its on-demand service
                                                                               iPipeline's channel solutions for carriers, distributors, and producers automate activities for CRM, forms
                                           Insurance                            distribution and processing, quotes and illustrations, in Good Order e-Applications, agency
Jan-12                                                          NA
                                          Technology                            management, data services, policy delivery and related services, enabling the insurance industry to
                                                                                market, sell, and process faster
                                                                               iPipeline’s on-demand platform is accessed by a customer network of 120 carriers, 1,200 distributors,
                                                                                and 400,000 financial professionals and advisors

                                                                               Plastic Jungle operates as an online gift card marketplace
                                          Marketing                            Plastic Jungle allows people to sell unredeemed gift cards for up to 92 percent of the gift card value, or
Jan-12                                                          NA
                                           Services                             purchase gift cards at a significant discount
                                                                               The Company exchange hundred of thousands of gift cards for over 400 brands in 2011




                                                                                                                                                                                    36
Selected Recent Growth Equity / Venture Capital Activity (cont’d)
Announced Date   Investor(s)          Target     Sector      Investment Size   Comments

                                                                                  Mu Sigma is a pure-play provider of analytics and decision support services for global enterprise
                                                                                   customers
                                               Information
Dec-11                                                          $108mm            The company provides clients with a competitive edge by helping them institutionalize decision support
                                                 Services
                                                                                   and analytics within their organizations in a sustainable manner using a global delivery model
                                                                                  This investment follows a $25mm financing round in April 2011



                                                                                  Space Curve is a Seattle-based developer of a real-time analytics platform for big data
                                               Information
Dec-11                                                           $2mm             The company’s platform provides for enhanced analysis and scrutiny of massive forms of data for
                                                 Services
                                                                                   consumer and business needs



                 Financial Partners
                                                                                  Bill.com is an on-demand accounts payable and accounts receivable application for businesses of all
                                                                                   sizes and has a tailored product for accountants and bookkeepers
Dec-11                                         Payments         $16mm
                                                                                  The company will use the additional capital to scale operations in support of continued customer
                                                                                   growth and for product development and marketing purposes



                                                                                  Klarna offers secure payment solutions to e-stores in Europe
                                                                                  At the core of Klarna’s services is the concept of after delivery payment, which lets buyers receive
                                                                                   ordered goods before any payment is due
Dec-11                                         Payments         $155mm            At the same time, Klarna assumes all credit and fraud risk for e-stores so that sellers can rest assured
                                                                                   that they will always receive their money
                                                                                  Today, Klarna’s payment solutions are integrated by more than 14,000 online shops in Sweden, Norway,
                                                                                   Denmark, Finland, Germany and the Netherlands




                                                                                                                                                                                     37
Selected Recent Public Equity Activity
                                                                                             One-Day/   One-Week /    Feb. 29, 2012 /
Pricing
           Company   Sector                   Offer Type   Offering Size   Offer Price                  Offer Price
Date

 Feb-12               Trading Technology       Follow-On       $110 MM        $30.50      9.7%          8.6%         8.6%


 Feb-12               Liquidity Venues         IPO             $72 MM         $12.00      14.5%         12.0%        12.8%


 Jan-12               Insurance Technology     IPO             $115 MM        $13.00      31.7%         38.7%        74.0%


 Dec-11               Information Services     Follow-On       $219 MM        $17.50      9.8%          7.7%         36.2%


 Nov-11               Payments                 Follow-On       $150 MM        $16.25      0.0%          4.0%         10.3%


 Sept-11              Outsourced Solutions     Follow-On       $92 MM         $23.00      (0.9)%        (1.1)%       21.0%


  Jul-11              Information Services     IPO             $500 MM        $15.00      2.3%          2.0%         58.9%


 May-11               Information Services     Follow-On       $259 MM        $60.00      4.6%          0.4%         0.0%

 Apr-11               Information Services     IPO             $51 MM         $6.00       12.8%         19.0%        39.2%

 Feb-11               Investment Technology    Follow-On       $194 MM        $17.60      8.0%          7.5%         17.7%




                                                                                                                             38
Selected Recent Debt Financings
                                                                                                                                         Ratings
 Announced
                         Company            Sector                             Purpose                                       Moody’s                     S&P                   Size           Coupon
 Date
   Dec-11                                    Bank Technology                    Refinancing                                Ba1                   BB                    $150 MM                  7.625%

   Dec-11                                    Information Services               General Corporate                          Ba1                   BBB-                  $250 MM                  Floating

   Nov-11                                    Liquidity Venue                    Refinancing                                NA                    NA                    $200 MM                  4.13%

   Nov-11                                    Liquidity Venue                    Refinancing                                NA                    NA                    $200 MM                  4.69%

   Oct-11                                    Payments                           Acquisition                                B2                    B                     $400 MM                  10.25%

   Aug-11                                    Payments                           General Corporate                          NA                    A-                    $400 MM                  3.65%

   Jul-11                                    Information Services               LBO                                        B2                    B+                    $205 MM                  L + 600

   Jul-11                                    Information Services               LBO                                        NA                    B+                    $150 MM                  L + 650

   Jul-11                                    Information Services               Refinancing                                Caa1                  B-                    $700 MM                  10.25%

                                                                                                                                                                                                   RC: L + 225
   Jul-11                                    Bank Technology                    Refinancing                                Baa3                  BBB                   $1.3 BN                  TLA: L + 350
                                                                                                                                                                                                   TLB: L + 325-350

   Jun-11                                    Payments                           Acquisition                                NA                    NA                    $900 MM                  L + 175

   Jun-11                                    Bank Technology                    Refinancing                                Baa2                  BBB-                  $600 MM                  L + 155

   Jun-11                                    Bank Technology                    General Corporate                          Baa2                  BBB-                  $400MM                   L + 180

   Jun-11                                    Payments                           Dividend / Recapitalization                B2                    BB-                   $200 MM                  L + 475

   Jun -11                                   Trading Technology                 Acquisition                                NA                    NA                    $320 MM                  L + 600

   Jun-11                                    Bank Technology                    Acquisition                                NA                    NA                    $575 MM                  L + 500

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



                                                                                                                                                                                                                 39
Disclosures
The information transmitted is intended only for the person to whom or entity to which it is addressed and may contain confidential and/or privileged material. Any
review, retransmission, dissemination or other use of, or taking of any action in reliance upon this information by persons or entities other than the intended recipient,
or an employee of agent responsible for delivering this message to the intended recipient, is prohibited. If you received this in error, please contact the sender and
then delete and destroy all copies of the material.

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

Ent. Value = Enterprise Value
LTM = Last Twelve Months
EBITDA = Earnings Before Interest, Taxes, Depreciation and Amortization

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

Additional information is available upon request.




                                                                                                                                                                      40

More Related Content

PDF
Financial Technology July Market Analysis
PDF
Outsourcing Lessons as Learned and Applied by Agilent
PDF
SAS Forum India: Building for Success: The Foundation for Achievable Master D...
PPTX
UX (mega) trends
PPTX
Future of the Public Sector Workforce
PPTX
Multinational Corporations - Banking Landscape
PPTX
Presentation given at Kinexions12
PDF
Financial ux strategy
Financial Technology July Market Analysis
Outsourcing Lessons as Learned and Applied by Agilent
SAS Forum India: Building for Success: The Foundation for Achievable Master D...
UX (mega) trends
Future of the Public Sector Workforce
Multinational Corporations - Banking Landscape
Presentation given at Kinexions12
Financial ux strategy

What's hot (20)

PPT
Mobile Convention Amsterdam 2012 - Managing Mobile Chaos
PPTX
Cp knowledge
PDF
E12 Sox And Identity Management
PPT
IT Bytes or B2B Bytes?
PDF
Banking as a Service (download)
PPTX
Ariba E-Invoicing - Strategies for Collaborative Commerce
PPTX
How Big Data Is Transforming Inside Sales
PPTX
Accelerating Receivables through the Ariba Network
PDF
Arise think outside the office
PPTX
Maximizing business value from it virtual class
PDF
Introduction to SOA & its Open Source Framework
PDF
Presentation of e readiness-for workshop at guatemala
KEY
Designing the User Experience
PDF
Presentation of e readiness
PDF
Accel Sourcing Credentials 2009 July [Compatibility Mode]
PDF
Fs+Tg Practice Pitch Deck
PDF
Delivering Customer Requirements for the Cloud
PPTX
Business Transformation - Our Journey by Veronique Ingram, ITSA
PPTX
2012 Better Acquisitions Gathering
PPTX
Increasing Accuracy and Efficiency Through Seamless Integration
Mobile Convention Amsterdam 2012 - Managing Mobile Chaos
Cp knowledge
E12 Sox And Identity Management
IT Bytes or B2B Bytes?
Banking as a Service (download)
Ariba E-Invoicing - Strategies for Collaborative Commerce
How Big Data Is Transforming Inside Sales
Accelerating Receivables through the Ariba Network
Arise think outside the office
Maximizing business value from it virtual class
Introduction to SOA & its Open Source Framework
Presentation of e readiness-for workshop at guatemala
Designing the User Experience
Presentation of e readiness
Accel Sourcing Credentials 2009 July [Compatibility Mode]
Fs+Tg Practice Pitch Deck
Delivering Customer Requirements for the Cloud
Business Transformation - Our Journey by Veronique Ingram, ITSA
2012 Better Acquisitions Gathering
Increasing Accuracy and Efficiency Through Seamless Integration
Ad

Similar to Financial Technology Market Analysis - March 2012 (20)

PDF
Scope International
PDF
IDBI Intech Limited
PPTX
More Than Just Buying Well - The Intelligent Way to Defend Profits
PPT
OMate - 2012 Entourage Pitch
PPTX
Adam consulting corporate profile
PDF
POINTWEST Careers
PDF
Fussion Middleware
PPTX
Designing organizational models for inside sales webinar slides
PDF
Insurance Outsourcing – Ensuring a Brighter Future - September 2011
PPTX
Indian it industry
PPTX
Guiding Principles for Mobile Payment Readiness
PPTX
Silicon Halton Meetup 41 - post event deck
PDF
Business Intelligence - Journey towards an Intelligent Enterprise
PPTX
Ibm Cio 2010 Outlook
PPTX
Annik research analytics deck pvd
PDF
Officehomes(Tm) Introduction
PPT
BCSG Overview
PDF
Sapphire, Atlanta, 2007
PPTX
SolomoIndia
PPT
Ibm Cio 2010 Outlook Roo Reynolds 1195844599287728 4
Scope International
IDBI Intech Limited
More Than Just Buying Well - The Intelligent Way to Defend Profits
OMate - 2012 Entourage Pitch
Adam consulting corporate profile
POINTWEST Careers
Fussion Middleware
Designing organizational models for inside sales webinar slides
Insurance Outsourcing – Ensuring a Brighter Future - September 2011
Indian it industry
Guiding Principles for Mobile Payment Readiness
Silicon Halton Meetup 41 - post event deck
Business Intelligence - Journey towards an Intelligent Enterprise
Ibm Cio 2010 Outlook
Annik research analytics deck pvd
Officehomes(Tm) Introduction
BCSG Overview
Sapphire, Atlanta, 2007
SolomoIndia
Ibm Cio 2010 Outlook Roo Reynolds 1195844599287728 4
Ad

More from MMMTechLaw (20)

PPTX
Navigating Risk In Data & Technology Transactions
PDF
Invest georgia
PDF
2012 M&A Deal Terms Study
PDF
Cloud Insights 2012
PDF
Hyde Park Capital Technology Report
PDF
Six Healthcare Trends
PDF
Risk Factor Report
PDF
2012 MSEC Legal Update
PDF
BDO Private Equity Study 2012
PDF
Infrastructure software 2011 2012
PDF
Open Mobile Survey 2012
PDF
M&A education report
PDF
Industrials M&A Report
PDF
Grant Thornton/Pitchbook PE Exits Report
PDF
Technology m&a report
PDF
Q11 Healthcare Report
PDF
What Every Tech Company Needs to Know
PDF
Wma bab 2012
PDF
Msec conference save the date
PDF
Pitch book decade_investments_2001_2010
Navigating Risk In Data & Technology Transactions
Invest georgia
2012 M&A Deal Terms Study
Cloud Insights 2012
Hyde Park Capital Technology Report
Six Healthcare Trends
Risk Factor Report
2012 MSEC Legal Update
BDO Private Equity Study 2012
Infrastructure software 2011 2012
Open Mobile Survey 2012
M&A education report
Industrials M&A Report
Grant Thornton/Pitchbook PE Exits Report
Technology m&a report
Q11 Healthcare Report
What Every Tech Company Needs to Know
Wma bab 2012
Msec conference save the date
Pitch book decade_investments_2001_2010

Recently uploaded (20)

PDF
Field Experiments in Experiments: A Basic Introduction
PDF
epic-retirement-criteria-for-funds (1).pdf
PPT
THE ROLE OF MANAGERIAL FINANCE MANAJEMEN KEUANGAN - GITMAN
PPTX
Case study for Financial statements for Accounts
PPTX
481696537-Pediatric-pharmacokinetic.pptx
PPT
Descriptive and Inferential Statistics - intro
PPT
Joints.ppts qxqwcesceecsxwdsxwcdewd2wsew
PDF
Market Performance in Past Rate Cut Cycles and Current Strategy
PDF
Altcoin momentum and ETF-driven ETH flows clash with a cooling Bitcoin; Wall ...
PDF
Indian budget 2024__ presentation._pptx_
PPTX
₹2 Lakh Personal Loan in India – Complete Guide
DOCX
IMPORT PROCESS OF SAIGON SUNRISE MANUFACTURING AND TRADING LIMITED LIABILITY ...
PPT
Business Process Analysis and Quality Management (PMgt 771) with 2 Credit Housr
DOCX
INCREASING THE BRAND AWARENESS OF SULWHASOO COSMETICS IN THE VIETNAMESE MARKET
PDF
southeast-asian-arts jjdjdjdjjfjjhfhfhfj
PPTX
NON - FARM - AREAS - OF - EMPLOYMENT.pptx
PPTX
Introduction-of-Macroeconomics.pptx.....
PPTX
DOC-20250604-WA0001.pbbgjjghhyt gg fromptx
PPTX
Market Structures_-Perfect Competition, Monopoly, Monopolistic Competition 7 ...
PDF
Micro 8 - Cost Function of Microeconomics
Field Experiments in Experiments: A Basic Introduction
epic-retirement-criteria-for-funds (1).pdf
THE ROLE OF MANAGERIAL FINANCE MANAJEMEN KEUANGAN - GITMAN
Case study for Financial statements for Accounts
481696537-Pediatric-pharmacokinetic.pptx
Descriptive and Inferential Statistics - intro
Joints.ppts qxqwcesceecsxwdsxwcdewd2wsew
Market Performance in Past Rate Cut Cycles and Current Strategy
Altcoin momentum and ETF-driven ETH flows clash with a cooling Bitcoin; Wall ...
Indian budget 2024__ presentation._pptx_
₹2 Lakh Personal Loan in India – Complete Guide
IMPORT PROCESS OF SAIGON SUNRISE MANUFACTURING AND TRADING LIMITED LIABILITY ...
Business Process Analysis and Quality Management (PMgt 771) with 2 Credit Housr
INCREASING THE BRAND AWARENESS OF SULWHASOO COSMETICS IN THE VIETNAMESE MARKET
southeast-asian-arts jjdjdjdjjfjjhfhfhfj
NON - FARM - AREAS - OF - EMPLOYMENT.pptx
Introduction-of-Macroeconomics.pptx.....
DOC-20250604-WA0001.pbbgjjghhyt gg fromptx
Market Structures_-Perfect Competition, Monopoly, Monopolistic Competition 7 ...
Micro 8 - Cost Function of Microeconomics

Financial Technology Market Analysis - March 2012

  • 1. Technology Services Investment Banking Group Financial Technology Market Analysis March 2012
  • 2. Raymond James Financial Technology Investment Banking Raymond James — A Full-Service Investment Bank Bank Insurance Benefits / Marketing Payments Technology Technology Payroll Services FinTech Coverage Universe Trading Investment Liquidity Outsourced Information Technology Technology Venues Solutions Services SaaS & Internet & Business Model Transaction Tech-Enabled Outsourcing Enterprise Mobile Expertise Processing Services Services Software Solutions Investment Banking Recapitalizations Corporate M&A Public Board Private Debt Valuation / and and Executive Services Advisory Offerings Advisory Placements Origination Fairness Opinions Restructurings Services Jim Bunn Pat Curran Steve Hufford Group Head Managing Director Managing Director (617) 624-7011 (617) 624-7072 (404) 442-5807 Senior Banking [email protected] [email protected] [email protected] Team Jon Steele Brendan Ryan Kate Crespo Managing Director Senior Vice President Vice President (617) 624-7020 (617) 624-7019 (617) 624-7012 [email protected] [email protected] [email protected] 2
  • 3. More FinTech Transactions Completed Since 2010 Than Any Other Firm Tech-Enabled BPO Provider to Mortgage / $77 Million ~$600 Million $202 Million Acquisition of $115 Million $72 Million Auto Lenders Sale to Sale to Sale to Sale to Sale to Initial Public Sale to Offering Undisclosed Buyer February 2012 January 2012 October 2011 October 2011 September 2011 September 2011 July 2011 July 2011 Institutional FX trading Tech-enabled BPO provider Banking / payments Benefits administration and Investment management e-Commerce platform for Active trading technology Financial services technology software debit card processing technology digital goods consulting Subsidiary of ~$700 Million Merger of Equals Sale to $40 Million M&A Advisory in $213 Million $81 Million $352 Million $137 Million Sale to Connection with Initial Public with Follow-On Initial Public Sale to Unsolicited Offer Offering Offering Offering June 2011 Terminated June 2011 May 2011 March 2011 March 2011 February 2011 December 2010 December 2010 Banking / payments High-frequency trading Billing and payments Community bank Banking technology and Asset / wealth Retail FX trading services Fuel / fleet cards software technology technology management solutions payment processing management software $201 Million Sale of Retail $80 Million $124 Million $30 Million Sale to Sale to $340 Million Sale to FX Business to Sale to Initial Public Investment Initial Public Offering by Offering November 2010 October 2010 August 2010 July 2010 July 2010 June 2010 June 2010 June 2010 Asset / wealth Retail FX trading services Financial data and Card processing for Benefits administration Liquidity venue Technology and payment Active trading technology management technology information services credit unions payments and software solutions to higher education Acquisition of Assent Professional $28 Million $40 Million $185 Million $30 Million Trading Business Acquisition of Sale to Initial Public Acquisition of Offering June 2010 June 2010 May 2010 March 2010 March 2010 Active trading technology Active trading technology Prepaid card services Asset / wealth Payments / banking software management software 3
  • 4. Raymond James Selected Financial Technology Equity Research Coverage Bank Technology Payments Liquidity Venues Trading Technology Investment Technology Information Services Outsourced Solutions Benefits / Payroll Marketing Services Insurance Technology 4
  • 5. RJ Underwriting Case Study: FXall’s $72M Initial Public Offering FXall Overview: February 2012  FXall provides leading foreign exchange liquidity and trading solutions to over 1,000 of the world’s largest hedge funds, CTAs, banks, broker-dealers, corporate treasurers and asset managers  FXall provides a full range of FX trading capabilities from execution to post-trade  FXall operates as an agency-based model; does not risk own capital in facilitating customer trades  Founded in 2000 and headquartered in New York City, with additional locations in Boston, Hong Kong, London, Mumbai, Tokyo, Singapore and $72 Million Sydney Initial Public  Owned by Technology Crossover Ventures, 16 financial institutions and management Offering FXall Highlights:  Trusted, independent leader in the FX market - processes more than $85 billion notional volume in FX transactions daily Raymond James acted  Comprehensive suite of execution and workflow solutions as an underwriter on  Diversified institutional client base FXall’s initial public — 65% revenues generated outside of the U.S. offering. — Minimal customer concentration  Agency only model with no exposure to market or counterparty risk  Transaction based revenue model with strong recurring revenue base due to: — Recurring nature of FX transactions — Tight integration with clients / FX operations — Strong customer retention  Led by industry veterans with substantial FX expertise Offering Overview:  FXall filed an S-1 on September 19, 2011 and completed a $72 million IPO on February 8, 2012  Trades under the ticker “FX” on the New York Stock Exchange  Raymond James served as the only non-shareholder, non-customer in FXall’s underwriting group  First FinTech IPO in over a year 5
  • 6. RJ Advisory Case Study: S1’s ~$600M Sale to ACI Worldwide S1 Overview: October 2011  S1 provides payments and financial services software solutions in the United States and internationally  S1 operates in three segments: Payments, Large Financial Institutions and Community Financial Institutions ― The Payments segment provides ATM and retail point-of-sale driving, card management and merchant acquiring solutions ― The Large FI segment offers consumer banking, small business and corporate online banking and mobile banking solutions ~$600 Million ― The Community FI segment provides consumer and small business online and mobile banking and branch solutions Sale to  Over 3,000 organizations worldwide depend on S1 for payments, online banking and branch banking solutions  The Company was founded in 1994 and is headquartered in Norcross, GA Transaction Overview and Rationale:  Raymond James served as the sole financial advisor to S1 Corporation (the “Company” or “S1”) in its ~$600 million sale to ACI announced on October 3, 2011 Raymond James ― Represents the culmination of a long-term advisory relationship acted as the exclusive ― Raymond James had previously served as S1’s advisor in its planned merger with Fundtech and for the Company’s acquisition of PM Systems in financial advisor to S1 March 2010 in this transaction.  Raymond James initially advised S1 in connection with its proposed $700 million merger with Fundtech, announced June 2011. Following the announcement of that transaction, ACI made an unsolicited offer to acquire S1. Raymond James advised S1 with respect to the offer from ACI, successfully negotiating a transaction; S1 also received an $11.9 million termination fee from Fundtech upon Fundtech’s acquisition by GTCR  The combined company will enhance scale and provide additional breadth and product capabilities to serve the entire spectrum of financial institutions, processors and retailers  ACI anticipates that with S1 it will achieve annual cost synergies of approximately $30 million  ACI also expects the increased global scale to generate further margin expansion and for the transaction to be accretive in 2012  For the last twelve months ending June 30, 2011, the companies generated a pro forma combined revenue of $683 million and adjusted EBITDA of $123 million ― The Company is expected to have a strong financial profile, including a solid balance sheet with substantial liquidity to support long-term growth Successful Outcome:  ACI announced the acquisition of S1 on October 3, 2011, for approximately $9.55 per share based on ACI’s closing price on September 30, 2011  $9.55 represented a 34% premium over S1’s closing price the day prior to ACI’s initial announcement on July 26, 2011  S1’s Board of Directors unanimously approved the transaction; Raymond James provided a fairness opinion  Transaction multiples and other terms were very strong and represented a premium outcome for the Company and its shareholders ― 24.5x LTM EBITDA ― 15.1x CY EBITDA  The transaction was completed on February 13, 2012 6
  • 7. RJ Advisory Case Study: PayFlex’s $202M Sale to Aetna Company Background: October 2011  PayFlex Holdings Inc. (“PayFlex”) is a leading benefits administrator within the account based health plan sector  PayFlex provides proprietary web-based benefit administration services and specialized debit cards for plan sponsors who offer consumer-based products such as Health Savings Accounts (HSAs), Health Reimbursement Accounts (HRAs) and Flexible Spending Accounts (FSAs) and also provides COBRA direct-billing services $202 Million  PayFlex pioneered the first platform that combines benefit financial accounts, wellness and eligibility management all in one, branded as Sale to “HealthHub” ― The HealthHub platform, which houses nearly one million participants and several million eligible lives, combines over two decades of tax- advantaged account administration experience with a suite of wellness and engagement services that is integrated together to form a powerful solution Raymond James  PayFlex provides its solutions to over 3,330 employers, including numerous Fortune 1000 companies acted as the exclusive  PayFlex was founded in 1987, is headquartered in Omaha, Nebraska and was owned by its founders, Oak Investment Partners, and management financial advisor to and employees PayFlex in this transaction. Investment Banking Role:  Raymond James served as the sole financial advisor to PayFlex  The transaction represented the culmination of a long-term strategic advisory relationship  Raymond James managed a competitive sale process targeting a limited number of strategic and financial buyers  Raymond James led the marketing process, due diligence and negotiations with Aetna and other potential buyers Successful Outcome:  Transaction value of approximately $202 million represents a premium outcome for the Company and its investors  Aetna Inc. (“Aetna”), headquartered in Hartford, CT, acquired PayFlex on October 4, 2011  Aetna Inc. operates as a diversified health care benefits company in the United States  Aetna is publicly-traded (NYSE: AET) with a market cap of approximately $14.4 billion  PayFlex will allow Aetna to extend its ability to provide members with flexible, customized, easy-to-use tools and solutions to better manage their health care expenses 7
  • 8. RJ Advisory Case Study: Broadridge’s $77M Acquisition of Paladyne Broadridge Overview: September 2011  Headquarters: Lake Success, NY  Employees: 5,900+  Ticker: BR (NYSE)  Market Capitalization: $3.0 billion  Formed through public spin-off from ADP in 2007 $77 Million  Provides mission critical securities processing / outsourcing and investor communications solutions Acquisition of Paladyne Overview:  Paladyne is a leading provider of integrated front-, middle- and back-office solutions for the global hedge fund industry, delivered either on a fully hosted / ASP basis or as a local client installation  Clients include start-up funds, global fund complexes, hedge fund administrators and prime brokers: Raymond James acted as the exclusive financial advisor to  Revenues derived from annual fees for Paladyne’s order and portfolio management systems, delivered primarily via an ASP model with in excess of 85% Broadridge in this recurring revenues transaction.  Headquartered in New York City with offices in St. Petersburg, Hong Kong and London  Founded in 2005; Approximately 150 FTEs Transaction Overview and Rationale:  Broadridge Financial Solutions, Inc. (“Broadridge”) announced its acquisition of Paladyne Systems, Inc. (“Paladyne”) on September 8, 2011 for $77 million  Raymond James served as the exclusive financial advisor to Broadridge on the acquisition of Paladyne ― Provided the initial introduction between the two companies and advised Broadridge on deal structuring and execution ― Prepared extensive financial and synergy analyses and valuation materials to assist in development of optimal transaction structure ― Leveraged deep industry relationships to provide Broadridge with market intelligence and perspective on Paladyne's solutions  The acquisition of Paladyne significantly enhances Broadridge’s buy-side solutions and market presence ― Buy-side firms include mutual or pension funds and insurance groups that buy securities for money-management purposes ― Buy-side firms purchase nearly 40% of capital markets technology and services and represent a segment of virtually untapped opportunity for Broadridge  Provides Broadridge a comprehensive technology and outsourcing services solution to the hedge fund, asset management, fund administration, prime brokerage and custodial industry segments  Creates substantial cross-selling opportunities leveraging Broadridge’s existing salesforce and brokerage firm relationships 8
  • 9. RJ Advisory Case Study: Plimus’ $115M Sale to Great Hill Partners Plimus Overview: September 2011  Plimus, Inc. (“Plimus” or the “Company”) offers a global e-commerce, marketing and payment platform for digital goods, online services and SaaS business models  Plimus serves a rapidly expanding client base of more than 6,500 small-to-medium sized businesses and larger enterprises: $115 Million Sale to  In 2010, Plimus facilitated more than four million digital goods and content-related transactions, with total volume of approximately $200 million  Prior to the sale, Plimus was owned by Susquehanna Growth Equity (“SGE”), Plimus founders, key management team members and employees  Plimus is based in Fremont, California, with an additional office in Israel Raymond James Great Hill Partners Overview: acted as the exclusive  Great Hill Partners (“GHP”) is a Boston-based private equity firm that manages more than $2.5 billion in capital financial advisor to  GHP provides capital to finance the expansion, recapitalization or acquisition of growth companies in a wide range of sectors within the business and Plimus in this consumer services, media, communications and software industries transaction.  In addition to its recent investment in Plimus, GHP has extensive experience investing in the FinTech sector: Transaction Overview and Rationale:  Plimus was sold to GHP for $115 million on September 29, 2011  Raymond James served as the exclusive advisor to Plimus in the transaction and provided several key services: — Prepared creative marketing materials highlighting the Company’s unique positioning and rapid growth — Managed the due diligence process efficiently and effectively — Drove the negotiation of the transaction alongside Company counsel  This transaction had a number of benefits for each party: — SGE, the Company’s private equity owner, and the Company founders gained liquidity for their ownership stakes — Plimus will now have access to a greater amount of capital and resources, thus benefiting the Company as it continues to grow its business — GHP has a new payments / e-commerce platform to grow organically and also use to make additional acquisitions 9
  • 10. Trading Analysis by Sector (USD in millions) Long- Price/ Capitalization Enterprise Value / Enterprise Value / Revenue EBITDA Term Earnings Equity Enterprise Trading Performance Revenue EBITDA P /E Growth Margin EPS to Growth Sector (1) Value Value YTD 1 Year 3 Year 5 Year LTM 2012E 2013E LTM 2012E 2013E 2012E 2013E 2012E 2013E 2012E 2013E Growth Ratio Liquidity Venues $6,168.5 $9,737.7 8.0% (4.8)% 67.6% (10.5)% 5.6x 5.1x 4.5x 8.9x 8.5x 7.8x 14.7x 13.3x 5.2% 7.3% 58.1% 58.8% 10.1% 1.6 Benefits / Payroll 6,252.3 6,232.6 0.7% 7.5% 82.0% 20.2% 4.3x 4.0x 3.5x 11.7x 10.7x 9.7x 19.1x 17.1x 6.7% 8.0% 28.9% 29.4% 15.1% 1.9 Information Services 3,943.0 3,735.4 3.6% 5.8% 125.6% 5.9% 3.0x 2.8x 2.6x 11.3x 9.0x 8.5x 15.4x 14.2x 7.0% 7.3% 28.8% 28.9% 13.0% 1.4 Outsourced Solutions 3,563.5 3,516.5 6.3% (4.2)% 133.5% 3.7% 1.4x 1.5x 1.3x 9.2x 7.1x 6.3x 12.4x 10.9x 9.0% 9.6% 18.1% 18.1% 14.1% 1.0 Insurance Technology 2,112.3 2,491.7 (3.1)% 0.9% 130.9% 83.9% 3.5x 3.1x 1.4x 10.4x 9.8x 9.0x 15.6x 15.5x 5.5% 6.3% 31.4% 32.2% 14.1% 0.9 Investment Technology 1,938.6 2,373.0 8.1% (6.3)% 66.8% (24.0)% 2.8x 2.5x 2.2x 11.9x 10.4x 8.8x 15.4x 13.1x 5.8% 8.6% 24.2% 26.1% 12.6% 1.3 Marketing Services 1,641.6 2,044.3 5.1% (10.8)% 126.9% 50.2% 1.2x 1.1x 1.1x 8.3x 6.1x 5.7x 15.7x 14.1x 5.5% 6.9% 21.7% 20.8% 13.3% 1.5 Bank Technology 1,732.8 1,970.4 4.5% (0.7)% 92.3% 8.0% 2.4x 2.0x 2.0x 9.3x 7.8x 7.3x 15.1x 11.6x 4.6% 4.8% 25.1% 26.1% 12.3% 1.2 Payments 1,101.7 1,144.5 7.0% 10.7% 97.0% (7.4)% 2.3x 2.3x 2.2x 10.0x 8.7x 7.8x 17.2x 13.7x 10.4% 9.4% 25.9% 27.3% 15.0% 1.0 Trading Technology (2) 712.3 712.3 (0.1)% (24.4)% 20.4% (24.0)% 1.1x 1.0x 1.1x 8.2x 6.6x 4.9x 10.4x 8.8x (0.3%) 8.7% 20.7% 22.7% 11.5% 1.3 Overall Median $2,025.5 $2,432.4 4.8% (2.5%) 94.7% 4.8% 2.6x 2.4x 2.1x 9.7x 8.6x 7.8x 15.4x 13.5x 5.7% 7.7% 25.5% 26.7% 13.1% 1.3 Source: Capital IQ. Note: Sectors sorted by Enterprise Value. (1) Denotes sector median value. (2) Market Capitalization used in place of Enterprise Value. 10
  • 11. Relative Stock Price Performance by Sector Year-to-Date Performance One-Year Performance 15.0% 15.0% 10.7% 10.0% 10.0% 8.1% 8.0% 7.5% 7.0% 5.8% 6.3% 5.1% 4.5% 5.0% 3.6% 5.0% 0.9% 0.7% 0.0% 0.0% (0.1%) (0.7%) (5.0%) (3.1%) (5.0%) (4.2%) (4.8%) (6.3%) (10.0%) (10.0%) (10.8%) (15.0%) (15.0%) (20.0%) (20.0%) (25.0%) (25.0%) (24.4%) (30.0%) (30.0%) Investment Liquidity Payments Outsourced Marketing Bank Information Benefits / Trading Insurance Payments Benefits / Information Insurance Bank Outsourced Liquidity Investment Marketing Trading Technology Venues Solutions Services Technology Services Payroll Technology Technology Payroll Services Technology Technology Solutions Venues Technology Services Technology Three-Year Performance Five-Year Performance 140.0% 133.5% 130.9% 140.0% 126.9% 125.6% 97.0% 92.3% 90.0% 82.0% 90.0% 83.9% 67.6% 66.8% 50.2% 40.0% 40.0% 20.4% 20.2% 8.0% 5.9% 3.7% (10.0%) (10.0%) (7.4%) (10.5%) (24.0%) (24.0%) (60.0%) (60.0%) Outsourced Insurance Marketing Information Payments Bank Benefits / Liquidity Investment Trading Insurance Marketing Benefits / Bank Information Outsourced Payments Liquidity Investment Trading Solutions Technology Services Services Technology Payroll Venues Technology Technology Technology Services Payroll Technology Services Solutions Venues Technology Technology Source: Capital IQ. Data represent median performance for each sector. 11
  • 12. Valuation Multiple Analysis by Sector Enterprise Value / 2012E Revenue Enterprise Value / 2013E Revenue 5.5x 5.5x 5.1x 5.0x 5.0x 4.5x 4.5x 4.5x 4.0x 4.0x 4.0x 3.5x 3.5x 3.5x 3.1x 3.0x 2.8x 3.0x 2.5x 2.6x 2.5x 2.3x 2.5x 2.2x 2.2x 2.0x 2.0x 2.0x 2.0x 1.5x 1.4x 1.5x 1.5x 1.3x 1.1x 1.1x 1.1x 1.0x 1.0x 1.0x 0.5x 0.5x 0.0x 0.0x Liquidity Benefits / Insurance Information Investment Payments Bank Outsourced Marketing Trading Liquidity Benefits / Information Investment Payments Bank Insurance Outsourced Trading Marketing Venues Payroll Technology Services Technology Technology Solutions Services Technology Venues Payroll Services Technology Technology Technology Solutions Technology Services Enterprise Value / 2012E EBITDA Enterprise Value / 2013E EBITDA 12.0x 12.0x 10.7x 10.4x 10.0x 9.8x 10.0x 9.7x 9.0x 9.0x 8.7x 8.8x 8.5x 8.5x 7.8x 7.8x 7.8x 8.0x 8.0x 7.1x 7.3x 6.6x 6.3x 6.1x 6.0x 6.0x 5.7x 4.9x 4.0x 4.0x 2.0x 2.0x 0.0x 0.0x Benefits / Investment Insurance Information Payments Liquidity Bank Outsourced Trading Marketing Benefits / Insurance Investment Information Liquidity Payments Bank Outsourced Marketing Trading Payroll Technology Technology Services Venues Technology Solutions Technology Services Payroll Technology Technology Services Venues Technology Solutions Services Technology Source: Capital IQ. Data represent median multiples for each sector. 12
  • 13. Valuation Multiple Analysis by Sector (cont’d) 2012E P / E 2013E P / E 20.0x 19.1x 20.0x 18.0x 17.2x 18.0x 17.1x 15.7x 15.6x 15.5x 16.0x 15.4x 15.4x 16.0x 15.1x 14.7x 14.2x 14.1x 13.7x 14.0x 14.0x 13.3x 13.1x 12.4x 12.0x 12.0x 11.6x 10.9x 10.4x 10.0x 10.0x 8.8x 8.0x 8.0x 6.0x 6.0x 4.0x 4.0x 2.0x 2.0x 0.0x 0.0x Benefits / Payments Marketing Insurance Investment Information Bank Liquidity Outsourced Trading Benefits / Insurance Information Marketing Payments Liquidity Investment Bank Outsourced Trading Payroll Services Technology Technology Services Technology Venues Solutions Technology Payroll Technology Services Services Venues Technology Technology Solutions Technology Price / Earnings to Growth Ratio 2.0 1.9 1.8 1.6 1.6 1.5 1.4 1.4 1.3 1.3 1.2 1.2 1.0 1.0 1.0 0.9 0.8 0.6 0.4 0.2 0.0 Benefits / Liquidity Marketing Information Investment Trading Bank Payments Outsourced Insurance Payroll Venues Services Services Technology Technology Technology Solutions Technology Source: Capital IQ. Data represent median multiples for each sector. 13
  • 14. Growth and Margin Analysis by Sector 2012E Revenue Growth 2013E Revenue Growth 12.0% 12.0% 10.4% 10.0% 10.0% 9.6% 9.4% 9.0% 8.7% 8.6% 8.0% 8.0% 8.0% 7.3% 7.3% 7.0% 6.9% 6.7% 6.3% 5.8% 6.0% 5.5% 5.5% 6.0% 5.2% 4.8% 4.6% 4.0% 4.0% 2.0% 2.0% 0.0% 0.0% (0.3%) -2.0% -2.0% Payments Outsourced Information Benefits / Investment Marketing Insurance Liquidity Bank Trading Outsourced Payments Trading Investment Benefits / Information Liquidity Marketing Insurance Bank Solutions Services Payroll Technology Services Technology Venues Technology Technology Solutions Technology Technology Payroll Services Venues Services Technology Technology 2012E EBITDA Margin 2013E EBITDA Margin 70.0% 70.0% 60.0% 58.1% 60.0% 58.8% 50.0% 50.0% 40.0% 40.0% 31.4% 32.2% 28.9% 28.8% 29.4% 28.9% 30.0% 30.0% 27.3% 25.9% 25.1% 26.1% 26.1% 24.2% 21.7% 22.7% 20.7% 20.8% 20.0% 18.1% 20.0% 18.1% 10.0% 10.0% 0.0% 0.0% Liquidity Insurance Benefits / Information Payments Bank Investment Marketing Trading Outsourced Liquidity Insurance Benefits / Information Payments Bank Investment Trading Marketing Outsourced Venues Technology Payroll Services Technology Technology Services Technology Solutions Venues Technology Payroll Services Technology Technology Technology Services Solutions Source: Capital IQ. Data represent median values for each sector. 14
  • 15. Company Trading Analysis PAYMENTS (USD in millions) Long- Price/ Capitalization Enterprise Value / Enterprise Value / Revenue EBITDA Term Earnings Equity Enterprise Trading Performance Revenue EBITDA P/E Growth Margin EPS to Growth Company Value Value YTD 1 Year 3 Year 5 Year LTM 2012E 2013E LTM 2012E 2013E 2012E 2013E 2012E 2013E 2012E 2013E Growth Ratio Visa, Inc. $78,227.1 $75,486.1 16.5% 60.1% 105.2% NA 7.9x 7.3x 6.5x 12.5x 11.5x 10.1x 18.7x 16.1x 10.4% 11.5% 63.3% 64.2% 19.3% 1.0 Mastercard Incorporated 53,134.7 48,194.7 19.3% 74.7% 165.8% 295.1% 7.2x 6.4x 5.7x 13.0x 11.4x 9.9x 19.2x 16.4x 12.4% 12.2% 56.3% 57.5% 17.9% 1.1 eBay Inc. 45,994.3 42,154.6 13.2% 10.7% 228.8% 11.9% 3.6x 3.1x 2.7x 12.7x 9.5x 8.2x 15.6x 13.4x 19.2% 14.2% 32.2% 32.5% 13.4% 1.2 Discover Financial Services 15,905.5 31,329.7 10.0% 42.1% 423.7% NA 5.2x 4.2x 4.0x NA NA NA 8.8x NA 5.8% 4.7% NA NA 9.4% 0.9 The Western Union Company 10,837.2 13,045.1 (8.4%) (18.7%) 56.5% (18.4%) 2.4x 2.3x 2.1x 8.0x 7.6x 7.2x 10.1x 9.0x 5.2% 5.0% 29.5% 30.0% 11.6% 0.9 Alliance Data Systems Corporation 6,073.2 12,692.6 10.4% 56.5% 310.0% 104.7% 4.0x 3.6x 3.3x 13.6x 11.3x 10.3x 14.3x 12.6x 10.3% 8.2% 32.0% 32.6% 15.4% 0.9 Sage Group plc 6,462.3 6,480.3 7.0% 11.1% 82.0% 20.2% 3.0x 2.9x 2.8x 10.3x 10.1x 9.6x 14.9x 13.7x 3.6% 3.3% 28.9% 29.4% 5.4% 2.8 VeriFone Systems, Inc 5,074.4 4,958.8 21.5% 7.4% 1003.5% 23.5% 3.8x 2.5x 2.2x 17.0x 11.8x 10.0x 17.3x 14.3x 39.2% 12.2% 21.1% 22.1% 25.4% 0.7 Total System Services, Inc. 4,132.7 4,095.3 2.3% 23.3% 73.9% (30.3%) 2.3x 2.3x 2.2x 9.1x 7.7x 7.3x 17.2x 15.5x 0.3% 4.9% 29.4% 29.7% 9.2% 1.9 Global Payments Inc. 4,044.9 4,078.3 3.2% 8.8% 68.3% 34.6% 2.0x 1.8x 1.6x 8.7x 7.9x 7.3x 14.9x 13.7x 12.1% 9.4% 22.7% 22.3% 12.2% 1.2 FleetCor Technologies, Inc. 3,031.3 3,444.9 9.5% 20.6% NA NA 6.6x 5.5x 5.0x 13.4x 10.3x 9.2x 14.2x 12.4x 22.9% 10.0% 53.5% 54.5% 16.4% 0.9 Wright Express Corp. 2,394.2 2,670.6 13.1% 24.3% 322.7% 114.4% 4.8x 4.5x 4.1x 9.9x 9.0x 8.2x 14.5x 12.9x 7.3% 9.6% 49.4% 49.5% 13.0% 1.1 Wirecard AG 2,014.0 1,806.6 7.3% 23.2% 216.6% 132.9% 4.3x 3.4x 2.9x 17.6x 12.4x 10.7x 19.0x 16.3x 23.4% 16.5% 27.1% 27.1% 17.8% 1.1 Moneygram International Inc. 1,027.6 1,793.6 (2.4%) (16.1%) 60.0% (92.5%) 1.4x 1.3x 1.2x 8.1x 6.7x 6.2x 17.7x 13.5x 7.3% 8.4% 20.0% 20.0% 15.0% 1.2 Cardtronics Inc. 1,171.3 1,536.7 4.9% 41.4% 1799.3% NA 2.5x 2.1x 1.9x 10.3x 8.4x 7.7x 17.5x 14.9x 20.0% 7.6% 24.5% 25.1% 15.1% 1.2 Heartland Payment Systems, Inc. 1,101.7 1,144.5 20.9% 44.3% 414.0% 14.2% 0.6x 0.5x 0.4x 10.8x 9.0x 8.0x 20.8x 17.6x 7.2% 19.0% 5.9% 5.6% 14.9% 1.4 Euronet Worldwide Inc. 970.7 1,138.8 6.5% 10.3% 97.0% (29.8%) 1.0x 0.9x 0.8x 8.2x 6.8x 6.2x 11.9x 10.7x 8.7% 6.6% 13.1% 13.5% 14.0% 0.8 Green Dot Corporation 1,131.7 927.7 12.2% (34.8%) NA NA 1.9x 1.6x 1.3x 9.7x 6.3x 5.2x 17.3x 13.8x 21.5% 21.7% 25.7% 25.7% 24.6% 0.7 Bottomline Technologies Inc. 1,018.1 886.7 3.6% 32.3% 380.3% 134.0% 4.2x 3.8x NA 25.4x 16.4x 13.5x 25.0x NA 10.9% NA 23.3% NA 17.4% 1.4 Higher One Holdings, Inc. 831.9 784.7 (12.7%) (20.4%) NA NA 4.5x 3.6x 3.0x 12.3x 8.9x 7.1x 17.8x 14.0x 17.9% 20.8% 40.3% 41.5% 25.0% 0.7 Netspend Holdings, Inc. 656.3 642.7 1.2% (30.0%) NA NA 2.1x 1.9x 1.7x 8.8x 7.2x 6.2x 19.4x 16.2x 11.1% 12.1% 26.2% 27.3% 19.1% 1.0 PayPoint plc 626.5 592.1 5.1% 70.6% 50.6% 3.6% 4.6x 4.3x 4.1x 9.1x 8.1x 7.8x 13.5x 13.0x 3.7% 4.3% 52.3% 52.1% NA NA Global Cash Access Holdings, Inc. 360.4 501.1 2.6% 63.0% 97.9% (63.9%) 0.9x 0.9x 0.8x 10.0x 6.6x NA 8.8x 7.2x 7.6% 6.8% 13.2% NA 10.5% 0.8 Net 1 Ueps Technologies Inc. 443.2 471.1 (4.9%) (3.2%) (31.8%) (63.5%) 1.2x 1.1x NA 3.4x 9.1x NA 20.1x NA 11.9% NA 12.1% NA NA NA Digital River Inc. 627.9 261.2 9.2% (45.9%) (26.2%) (67.8%) 0.7x 0.6x 0.6x 4.3x 3.0x 2.7x 14.3x 13.0x 3.9% 6.5% 21.5% 22.8% 16.7% 0.9 Online Resources Corp. 96.2 211.0 11.9% (54.0%) 1.4% (71.0%) 1.4x 1.3x 1.3x 10.4x 6.9x 5.8x 22.3x NA 3.4% 3.8% 19.1% 21.9% 13.3% 1.7 Newtek Business Services Inc. 46.4 86.1 6.6% (22.7%) 242.1% (48.0%) 0.7x NA NA 6.1x NA NA NA NA NA NA NA NA NA NA Billing Services Group Limited 44.7 82.4 (2.5%) 12.4% (12.1%) (63.6%) 0.7x NA NA 4.2x NA NA NA NA NA NA NA NA NA NA Cass Information Systems Inc. 398.7 63.9 (4.4%) 10.5% 64.0% 35.8% 0.6x NA NA 1.8x NA NA NA NA NA NA NA NA NA NA Official Payments Holdings, Inc. 84.2 37.4 17.7% (18.9%) (8.3%) (34.3%) 0.3x 0.3x NA NA NA NA NA NA 7.5% NA NA NA 15.0% NA TIO Networks Corp. 23.4 20.1 10.0% (2.9%) 41.4% (55.8%) 0.5x 0.4x 0.3x 11.5x 4.7x 2.8x 9.4x NA 31.1% 33.6% 7.9% 9.8% NA NA Payments Median $1,101.7 $1,144.5 7.0% 10.7% 97.0% (7.4%) 2.3x 2.3x 2.2x 10.0x 8.7x 7.8x 17.2x 13.7x 10.4% 9.4% 25.9% 27.3% 15.0% 1.0 Source: Capital IQ. Note: Sorted by Enterprise Value. 15
  • 16. Company Trading Analysis BANK TECHNOLOGY (USD in millions) Long- Price/ Capitalization Enterprise Value / Enterprise Value / Revenue EBITDA Term Earnings Equity Enterprise Trading Performance Revenue EBITDA P/E Growth Margin EPS to Growth Company Value Value YTD 1 Year 3 Year 5 Year LTM 2012E 2013E LTM 2012E 2013E 2012E 2013E 2012E 2013E 2012E 2013E Growth Ratio Intuit Inc. $17,057.5 $17,097.5 2.3% 12.5% 153.8% 99.0% 4.2x 3.9x 3.5x 12.3x 10.5x 9.4x 19.2x 16.8x 8.5% 9.9% 37.2% 37.9% 15.1% 1.3 Fidelity National Information Services, Inc. 9,186.7 13,733.2 11.1% (2.0%) 81.3% (31.5%) 2.4x 2.3x 2.2x 8.3x 7.6x 7.2x 12.6x 11.1x 4.7% 5.0% 30.0% 30.4% 12.8% 1.0 Fiserv, Inc. 9,188.5 12,344.5 5.9% 6.9% 103.2% 26.0% 2.8x 2.7x 2.6x 9.4x 8.4x 7.9x 12.9x 11.6x 5.4% 4.7% 32.5% 32.9% 11.8% 1.1 Wolters Kluwer NV 5,535.1 8,513.0 1.5% (17.3%) 11.0% (37.9%) 1.9x 1.8x 1.8x 9.1x 7.3x 7.0x 9.0x 8.5x 4.4% 1.1% 24.8% 25.4% 4.0% 2.3 Fidelity National Financial, Inc. 3,824.3 4,208.5 (4.7%) 26.0% 4.2% (28.9%) 0.8x 0.8x NA 7.7x 7.8x NA 13.6x NA (2.5%) NA 10.8% NA NA NA Jack Henry & Associates Inc. 2,927.7 2,978.5 (1.6%) 6.3% 111.8% 44.0% 3.0x 2.8x 2.7x 9.3x 8.6x 8.0x 18.5x NA 6.2% 6.3% 32.8% 33.1% 11.8% 1.6 Lender Processing Services, Inc. 1,859.8 2,931.6 31.9% (34.4%) (15.8%) NA 1.4x 1.5x 1.5x 6.0x 6.2x 6.2x 9.4x 8.7x (5.9%) 1.3% 23.6% 23.5% 10.0% 0.9 Misys plc 1,732.8 1,970.4 1.7% 0.3% 163.1% 22.9% 3.0x 2.8x 2.6x 15.5x 10.9x 10.1x 16.5x 14.1x 11.4% 5.2% 25.1% 26.0% 14.1% 1.2 Deluxe Corp. 1,256.5 1,967.5 (4.0%) (1.8%) 219.6% (20.7%) 1.4x 1.4x 1.3x 5.5x 5.6x 5.5x 7.7x 7.4x 1.8% 1.3% 24.5% 24.6% 6.6% 1.2 Davis + Henderson Corporation 1,101.0 1,476.1 3.1% (16.9%) 48.1% 14.3% 2.1x 2.0x 1.9x 8.6x 7.5x 7.2x 11.0x 12.4x 3.2% 3.9% 25.9% 26.2% NA NA Temenos Group AG 1,354.7 1,453.5 11.3% (49.9%) 61.4% (19.9%) 3.0x 2.9x 2.6x 10.4x 8.6x 7.9x 18.6x 16.0x 4.1% 8.2% 33.1% 33.2% 10.5% 1.8 ACI Worldwide, Inc. 1,480.1 1,358.9 23.1% 21.5% 111.5% 8.0% 2.9x 1.9x 1.7x 13.4x 8.4x 7.4x 18.0x NA 54.0% 9.8% 22.7% 23.5% 15.0% 1.2 Computer Services Inc. 239.0 231.3 6.7% 21.5% 152.3% 120.2% 1.3x NA NA 4.2x NA NA NA NA NA NA NA NA NA NA Online Resources Corp. 96.2 211.0 11.9% (54.0%) 1.4% (71.0%) 1.4x 1.3x 1.3x 10.4x 6.9x 5.8x 22.3x NA 3.4% 3.8% 19.1% 21.9% 13.3% 1.7 Ellie Mae, Inc. 175.5 149.9 NA NA NA NA 2.7x 2.1x NA 32.8x NA NA 26.5x NA 35.6% NA NA NA 22.5% 1.2 Bank Technology Median $1,732.8 $1,970.4 4.5% (0.7%) 92.3% 8.0% 2.4x 2.0x 2.0x 9.3x 7.8x 7.3x 15.1x 11.6x 4.6% 4.8% 25.1% 26.1% 12.3% 1.2 INSURANCE TECHNOLOGY (USD in millions) Long- Price/ Capitalization Enterprise Value / Enterprise Value / Revenue EBITDA Term Earnings Equity Enterprise Trading Performance Revenue EBITDA P/E Growth Margin EPS to Growth Company Value Value YTD 1 Year 3 Year 5 Year LTM 2012E 2013E LTM 2012E 2013E 2012E 2013E 2012E 2013E 2012E 2013E Growth Ratio Verisk Analytics, Inc. $7,168.4 $8,077.6 8.0% 40.2% NA NA 6.1x 5.6x 5.1x 13.7x 12.4x 11.3x 23.8x 20.9x 10.1% 9.3% 44.8% 45.1% 13.4% 1.8 CGI Group, Inc. 5,533.7 6,439.8 7.8% 10.0% 127.7% 119.5% 1.5x 1.5x 1.4x 8.3x 7.8x 7.1x 12.3x 10.5x 4.9% 5.1% 18.7% 19.6% 14.1% 0.9 Solera Holdings Inc. 3,362.6 4,109.8 0.1% (3.2%) 130.9% NA 5.5x 5.2x 4.9x 12.8x 11.7x 10.8x 17.2x 15.6x 6.0% 6.3% 44.0% 44.9% 17.2% 1.0 Ebix Inc. 862.1 873.7 (6.3%) (14.8%) 234.4% 662.5% 5.5x 4.8x NA 12.4x NA NA 14.3x NA 9.2% NA NA NA 20.0% 0.7 CorVel Corporation 514.6 504.5 (13.6%) (8.4%) 140.4% 48.2% 1.2x 1.2x 1.1x 8.1x NA NA 16.9x 15.5x 4.5% 8.7% NA NA NA NA Crawford & Company 236.6 378.0 (22.3%) 5.0% (44.7%) (26.7%) 0.3x 0.3x 0.3x 3.6x 4.2x 3.7x 7.4x 6.1x (6.3%) 2.8% 7.9% 8.7% 12.5% 0.6 Insurance Technology Median $2,112.3 $2,491.7 (3.1%) 0.9% 130.9% 83.9% 3.5x 3.1x 1.4x 10.4x 9.8x 9.0x 15.6x 15.5x 5.5% 6.3% 31.4% 32.2% 14.1% 0.9 Source: Capital IQ. Note: Sorted by Enterprise Value. 16
  • 17. Company Trading Analysis BENEFITS / PAYROLL (USD in millions) Long- Price/ Capitalization Enterprise Value / Enterprise Value / Revenue EBITDA Term Earnings Equity Enterprise Trading Performance Revenue EBITDA P/E Growth Margin EPS to Growth Company Value Value YTD 1 Year 3 Year 5 Year LTM 2012E 2013E LTM 2012E 2013E 2012E 2013E 2012E 2013E 2012E 2013E Growth Ratio Automatic Data Processing, Inc. $26,648.1 $25,328.9 (1.1%) 10.0% 59.1% 9.2% 2.4x 2.3x 2.1x 11.5x 10.7x 9.8x 19.0x 17.1x 6.6% 8.0% 21.4% 21.7% 10.2% 1.9 Intuit Inc. 17,057.5 17,097.5 2.3% 12.5% 153.8% 99.0% 4.2x 3.9x 3.5x 12.3x 10.5x 9.4x 19.2x 16.8x 8.5% 9.9% 37.2% 37.9% 15.1% 1.3 Paychex, Inc. 11,343.7 10,932.6 (0.9%) (4.7%) 41.9% (21.8%) 5.1x 4.7x 4.4x 11.8x 11.3x 10.0x 20.1x 18.3x 6.2% 7.3% 41.9% 44.1% 10.5% 1.9 Sage Group plc 6,462.3 6,480.3 7.0% 11.1% 82.0% 20.2% 3.0x 2.9x 2.8x 10.3x 10.1x 9.6x 14.9x 13.7x 3.6% 3.3% 28.9% 29.4% 5.4% 2.8 Edenred 6,042.2 5,984.8 7.7% 5.0% NA NA 4.3x 4.1x 3.7x 11.6x 10.9x 9.7x 21.1x 18.0x 6.0% 8.5% 37.2% 38.6% 15.1% 1.4 The Ultimate Software Group, Inc. 1,817.4 1,768.5 3.1% 33.1% 439.2% 165.9% 6.6x 5.4x 4.4x 40.2x 28.7x 21.1x 69.1x 49.8x 23.0% 21.0% 18.7% 20.9% 24.4% 2.8 Ebix Inc. 862.1 873.7 (6.3%) (14.8%) 234.4% 662.5% 5.5x 4.8x NA 12.4x NA NA 14.3x NA 9.2% NA NA NA 20.0% 0.7 Morneau Shepell Inc. 533.7 756.4 (1.0%) 3.7% 18.8% (7.3%) 2.1x 1.9x 1.9x 10.9x 9.6x 9.0x 17.2x 16.2x 6.9% 3.9% 20.1% 20.6% NA NA Benefits / Payroll Median $6,252.3 $6,232.6 0.7% 7.5% 82.0% 20.2% 4.3x 4.0x 3.5x 11.7x 10.7x 9.7x 19.1x 17.1x 6.7% 8.0% 28.9% 29.4% 15.1% 1.9 MARKETING SERVICES (USD in millions) Long- Price/ Capitalization Enterprise Value / Enterprise Value / Revenue EBITDA Term Earnings Equity Enterprise Trading Performance Revenue EBITDA P/E Growth Margin EPS to Growth Company Value Value YTD 1 Year 3 Year 5 Year LTM 2012E 2013E LTM 2012E 2013E 2012E 2013E 2012E 2013E 2012E 2013E Growth Ratio Experian plc $15,143.5 $17,112.5 10.1% 21.7% 126.9% 59.4% 3.8x 3.4x 3.1x 11.9x 10.4x 9.6x 17.2x 15.5x 9.5% 8.2% 32.6% 32.9% 13.0% 1.3 Alliance Data Systems Corporation 6,073.2 12,692.6 10.4% 56.5% 310.0% 104.7% 4.0x 3.6x 3.3x 13.6x 11.3x 10.3x 14.3x 12.6x 10.3% 8.2% 32.0% 32.6% 15.4% 0.9 Aimia Inc. 2,185.4 2,672.1 0.1% (1.6%) 32.8% (37.5%) 1.2x 1.1x 1.1x 10.3x 7.0x 6.4x 10.3x 8.1x 5.4% 5.0% 16.1% 16.8% NA NA Bankrate, Inc. 2,383.8 2,521.2 0.3% NA NA NA 5.9x 4.7x 3.9x 19.4x 14.8x 12.1x 41.1x 29.5x 30.6% 18.4% 31.5% 32.5% 25.5% 1.6 Valassis Communications Inc. 1,066.9 1,567.5 6.4% (10.8%) 1750.4% 50.2% 0.7x 0.7x 0.7x 5.5x 5.0x 4.8x 8.0x 7.1x (1.0%) 1.2% 14.1% 14.5% 11.9% 0.7 Acxiom Corporation 1,097.8 1,237.7 3.8% (15.3%) 69.6% (34.6%) 1.1x 1.1x 1.0x 4.6x 4.8x 4.9x 21.8x 17.4x (6.2%) 5.6% 22.9% 21.2% 11.8% 1.8 QuinStreet, Inc. 471.8 441.4 6.9% (51.8%) NA NA 1.1x 1.1x 1.0x 6.3x 5.2x 4.7x 21.8x 18.5x 5.1% 9.2% 20.5% 20.5% 13.5% 1.6 CPP Group Plc 281.4 292.9 (13.1%) (63.3%) NA NA 0.5x 0.5x 0.5x 3.2x 3.4x 3.2x 5.7x 5.7x 5.7% (2.4%) 15.0% 16.0% NA NA Marketing Services Median $1,641.6 $2,044.3 5.1% (10.8%) 126.9% 50.2% 1.2x 1.1x 1.1x 8.3x 6.1x 5.7x 15.7x 14.1x 5.5% 6.9% 21.7% 20.8% 13.3% 1.5 Source: Capital IQ. Note: Sorted by Enterprise Value. 17
  • 18. Company Trading Analysis LIQUIDITY VENUES (USD in millions) Long- Price/ Capitalization Enterprise Value / Enterprise Value / Revenue EBITDA Term Earnings Equity Enterprise Trading Performance Revenue EBITDA P/E Growth Margin EPS to Growth Company Value Value YTD 1 Year 3 Year 5 Year LTM 2012E 2013E LTM 2012E 2013E 2012E 2013E 2012E 2013E 2012E 2013E Growth Ratio CME Group Inc. $19,219.6 $20,306.8 20.6% (5.5%) 58.7% (46.9%) 6.2x 6.1x 5.7x 8.9x 8.5x 7.8x 16.1x 14.2x 1.3% 7.3% 71.4% 72.5% 10.1% 1.6 Deutsche Boerse AG 12,364.8 13,201.7 11.7% (9.6%) 36.8% (34.9%) 4.2x 4.1x 4.0x 8.0x 7.2x 6.7x 10.5x 9.6x 4.1% 4.4% 57.4% 58.8% 11.4% 0.9 BM&F Bovespa SA 12,926.8 12,340.5 4.6% 3.8% 93.1% NA 11.1x 10.2x 9.0x 16.7x 14.9x 13.1x 14.7x 12.8x 6.7% 13.2% 68.5% 68.8% 15.2% 1.0 Hong Kong Exchanges & Clearing Limited 20,101.8 12,016.9 9.9% (14.8%) 131.2% 86.5% 11.4x 10.9x 10.4x 14.4x 14.6x 13.1x 27.3x 25.9x 6.9% 5.4% 74.7% 79.4% 7.5% 3.7 IntercontinentalExchange, Inc. 10,014.6 10,119.9 19.5% 8.5% 143.0% (8.4%) 7.6x 7.0x 6.5x 11.1x 9.8x 8.8x 17.2x 15.3x 8.2% 9.1% 71.8% 73.6% 12.5% 1.4 Nasdaq OMX Group Inc. 4,567.0 9,866.0 4.1% (4.8%) 26.0% (10.1%) 5.8x 5.7x 5.4x 11.2x 11.0x 10.3x 9.6x 8.5x 3.5% 5.5% 51.3% 51.9% 10.4% 0.9 NYSE Euronext, Inc. 7,799.7 9,737.7 10.1% (18.4%) 76.4% (63.6%) 3.6x 3.7x 3.5x 7.8x 7.6x 7.0x 11.6x 9.7x (2.3%) 6.7% 48.8% 50.2% 10.0% 1.2 Singapore Exchange Ltd. 6,168.5 5,658.5 11.1% (9.5%) 58.8% 6.8% 10.8x 10.2x 9.3x 18.9x 16.4x 14.6x 25.4x 22.5x 5.5% 10.0% 62.3% 63.8% 9.4% 2.7 London Stock Exchange Group plc 3,870.1 4,406.4 4.9% 0.7% 107.7% (28.5%) 3.7x 3.5x 3.3x 6.8x 6.2x 6.1x 10.3x 9.8x 11.1% 7.1% 57.1% 54.2% 5.9% 1.7 TMX Group Inc. 3,266.1 3,070.6 2.4% 6.5% 39.7% (10.5%) 4.5x 4.3x 4.0x 7.6x 7.3x 6.7x 11.6x 10.5x 5.2% 7.7% 58.1% 58.8% 6.0% 1.9 CBOE Holdings, Inc. 2,447.4 2,312.4 8.0% (1.1%) NA NA 4.6x 4.4x 4.1x 8.4x 7.9x 7.2x 16.6x 14.4x 4.1% 7.6% 55.5% 56.5% 10.6% 1.6 ASX Limited 5,838.8 1,974.4 1.8% (13.8%) 17.2% (26.8%) 2.3x 2.7x 2.6x 2.9x 3.5x 3.3x 14.2x 13.3x 4.1% 6.3% 77.2% 77.4% 7.9% 1.8 MarketAxess Holdings Inc. 1,217.9 1,016.8 7.2% 55.1% 319.8% 139.8% 5.6x 5.1x 4.5x 11.9x 10.5x 8.9x 24.4x 19.0x 10.3% 13.9% 48.7% 50.5% 22.5% 1.1 Liquidity Venues Median $6,168.5 $9,737.7 8.0% (4.8%) 67.6% (10.5%) 5.6x 5.1x 4.5x 8.9x 8.5x 7.8x 14.7x 13.3x 5.2% 7.3% 58.1% 58.8% 10.1% 1.6 Source: Capital IQ. Note: Sorted by Enterprise Value. 18
  • 19. Company Trading Analysis TRADING TECHNOLOGY (USD in millions) Long- Price/ Capitalization Enterprise Value / Enterprise Value / Revenue EBITDA Term Earnings Equity Enterprise Trading Performance Revenue EBITDA P/E Growth Margin EPS to Growth (1) Company Value Value YTD 1 Year 3 Year 5 Year LTM 2012E 2013E LTM 2012E 2013E 2012E 2013E 2012E 2013E 2012E 2013E Growth Ratio The Charles Schwab Corporation $17,646.2 $17,646.2 19.2% (25.6%) 9.2% (24.0%) 3.8x 3.7x 3.4x 12.6x 12.2x 10.3x 20.6x 16.8x 2.3% 9.5% 30.2% 32.7% 14.0% 1.5 TD Ameritrade Holding Corporation 10,242.2 10,242.2 16.3% (12.8%) 57.3% 16.8% 3.7x 3.7x 3.3x 9.9x 9.9x 8.0x 16.1x 12.5x (0.3%) 12.5% 37.5% 40.8% 12.1% 1.3 ICAP plc 3,962.1 3,962.1 14.5% (24.4%) 63.7% (17.4%) 1.5x 1.4x 1.4x 8.8x 6.5x 6.0x 9.9x 9.2x 2.8% 2.9% 21.6% 22.9% 8.0% 1.2 E*TRADE Financial Corporation 2,748.9 2,748.9 16.5% (38.4%) 20.4% (95.8%) 1.9x 1.5x 1.5x 7.6x 6.8x 4.9x 20.1x 14.1x (9.3%) 1.1% 21.7% 29.8% 15.5% 1.3 Knight Capital Group, Inc. 1,198.2 1,198.2 1.3% (2.8%) (24.7%) (17.5%) 0.9x 1.0x 0.9x 5.5x 5.2x 4.6x 9.4x 7.9x (8.8%) 9.7% 18.2% 19.0% 10.7% 0.9 FXCM Inc. 712.3 712.3 (10.8%) NA NA NA 1.8x 1.8x 1.5x 10.6x 6.7x 5.0x 10.5x 8.3x 8.1% 17.8% 26.5% 30.1% 1.0% 10.5 GFI Group Inc. 458.3 458.3 (15.2%) (20.3%) 71.4% (75.1%) 0.5x 0.4x 0.4x 7.2x 4.3x 4.0x 10.3x 7.6x 0.2% 8.5% 10.4% 10.3% 11.5% 0.9 Investment Technology Group Inc. 449.7 449.7 (0.1%) (39.3%) (40.9%) (71.8%) 0.8x 0.8x 0.8x 9.1x 9.7x 8.2x 16.3x 12.5x (4.8%) 3.9% 8.4% 9.7% 11.0% 1.5 INTL FCStone Inc. 429.9 429.9 (11.9%) (4.3%) 194.2% 31.7% 1.1x 0.9x NA 7.5x NA NA 9.3x 8.2x 11.7% NA NA NA NA NA GAIN Capital Holdings, Inc. 179.3 179.3 (16.0%) NA NA NA 1.0x 0.9x 0.8x 4.7x 4.6x 3.7x 7.9x 6.6x (2.4%) 9.0% 19.9% 22.5% 15.0% 0.5 Penson Worldwide Inc 35.8 35.8 (11.7%) (80.3%) (73.3%) (95.3%) 0.1x 0.1x 0.1x NA 3.4x 1.4x NA NA (4.3%) 6.1% 4.1% 9.5% NA NA Trading Technology Median $712.3 $712.3 (0.1%) (24.4%) 20.4% (24.0%) 1.1x 1.0x 1.1x 8.2x 6.6x 4.9x 10.4x 8.8x (0.3%) 8.7% 20.7% 22.7% 11.5% 1.3 Source: Capital IQ. Note: Sorted by Enterprise Value. (1) Market Capitalization used in place of Enterprise Value. 19
  • 20. Company Trading Analysis INVESTMENT TECHNOLOGY (USD in millions) Long- Price/ Capitalization Enterprise Value / Enterprise Value / Revenue EBITDA Term Earnings Equity Enterprise Trading Performance Revenue EBITDA P/E Growth Margin EPS to Growth Company Value Value YTD 1 Year 3 Year 5 Year LTM 2012E 2013E LTM 2012E 2013E 2012E 2013E 2012E 2013E 2012E 2013E Growth Ratio The Bank of New York Mellon Corporation(1) $26,638.0 $26,638.0 10.4% (26.7%) (0.3%) (45.4%) 1.8x 1.8x 1.7x 7.0x 6.7x 6.1x 9.7x 8.9x 0.4% 4.7% 26.8% 27.8% 11.1% 0.9 State Street Corp. (1) 20,601.9 20,601.9 8.8% (4.8%) 67.1% (35.8%) 2.1x 2.1x 2.0x 7.3x 7.3x 6.7x 10.8x 9.5x 0.7% 6.3% 29.2% 30.0% 12.6% 0.9 Charles Schwab Corp. (1) 17,646.2 17,646.2 19.2% (25.6%) 9.2% (24.0%) 3.8x 3.7x 3.4x 12.6x 12.2x 10.3x 20.6x 16.8x 2.3% 9.5% 30.2% 32.7% 14.0% 1.5 Northern Trust Corporation(1) 10,707.9 10,707.9 7.4% (13.1%) (20.1%) (26.1%) 2.9x 2.7x 2.5x 10.5x 9.4x 8.3x 15.0x 13.1x 5.1% 6.4% 28.4% 30.2% 14.8% 1.0 TD Ameritrade Holding Corporation(1) 10,242.2 10,242.2 16.3% (12.8%) 57.3% 16.8% 3.7x 3.7x 3.3x 9.9x 9.9x 8.0x 16.1x 12.5x (0.3%) 12.5% 37.5% 40.8% 12.1% 1.3 Computershare Ltd. 4,628.3 5,884.7 0.8% (20.5%) 9.8% (22.7%) 3.6x 3.1x 2.8x 18.0x 12.2x 10.2x 15.1x 12.3x 13.8% 10.2% 25.0% 27.2% 11.7% 1.3 Broadridge Financial Solutions Inc. 3,019.0 3,375.1 1.3% 6.6% 52.3% NA 1.5x 1.4x 1.3x 11.8x 9.9x 8.2x 14.8x 12.2x 5.3% 4.5% 14.2% 16.4% 13.8% 1.1 DST Systems Inc. 2,273.7 3,204.1 9.4% 5.9% 80.1% (25.3%) 1.3x 1.7x 1.6x 11.9x 11.7x 10.9x 13.0x 11.8x 13.1% 3.4% 14.2% 14.7% 10.0% 1.3 SEI Investments Co. 3,487.7 3,082.8 10.1% (12.2%) 66.8% (34.1%) 3.3x 3.1x 2.9x 9.8x 12.2x 10.6x 15.6x 13.7x 4.9% 7.5% 25.6% 27.5% 12.5% 1.2 SS&C Technologies Holdings, Inc. 1,603.5 1,663.2 10.0% 6.3% NA NA 4.5x 4.1x 3.8x 21.1x 10.4x 9.6x 17.1x 16.3x 8.7% 7.6% 39.8% 40.0% 13.3% 1.3 Advent Software, Inc. 1,312.6 1,227.1 (3.5%) (8.2%) 88.9% 44.2% 3.8x 3.4x 3.1x 15.0x 14.4x 12.3x 27.9x 24.1x 12.1% 9.7% 23.4% 24.9% 21.0% 1.3 Financial Engines, Inc. 1,060.4 915.4 (3.1%) (7.8%) NA NA 6.4x 5.1x 4.1x 39.7x 31.7x 24.2x 49.6x 35.5x 24.7% 25.6% 16.1% 16.8% 33.3% 1.5 Fidessa group plc 971.5 858.5 (0.5%) 1.2% 113.4% 47.4% 1.9x 1.8x 1.7x 12.7x 12.4x 11.6x 19.5x 18.6x 4.3% 5.2% 14.8% 15.0% 12.0% 1.6 GlobeOp Financial Services S.A 778.4 671.5 24.5% 14.6% 479.7% NA 3.0x 2.7x 2.3x 12.0x 9.3x 7.7x 17.8x 14.7x 13.7% 17.6% 28.4% 29.4% NA NA SimCorp A/S 711.3 658.8 6.0% 0.9% 55.2% (23.7%) 2.6x 2.4x 2.2x 10.3x 10.4x 9.0x 15.2x 13.1x 5.0% 12.2% 23.5% 24.0% NA NA Envestnet, Inc. 396.0 331.3 6.0% 0.9% NA NA 2.7x 2.1x 1.7x 30.1x 16.7x 8.5x 28.1x 16.6x 25.5% 27.9% 12.9% 19.7% 34.5% 0.8 First Derivatives plc 125.9 158.3 (4.7%) 13.0% 239.1% 67.2% 2.4x 1.9x 1.7x 14.8x 10.0x 8.4x 12.8x 10.7x 18.8% 14.0% 18.9% 19.7% NA NA Linedata Services SA 158.9 159.4 25.3% (12.1%) 195.6% (41.4%) 0.9x 0.8x 0.8x 5.7x 5.3x 5.1x 8.8x 8.0x 6.4% 3.1% 15.3% 15.4% 1.3% 6.8 Investment Technology Median $1,938.6 $2,373.0 8.1% (6.3%) 66.8% (24.0%) 2.8x 2.5x 2.2x 11.9x 10.4x 8.8x 15.4x 13.1x 5.8% 8.6% 24.2% 26.1% 12.6% 1.3 Source: Capital IQ. Note: Sorted by Enterprise Value. (1) Market Capitalization used in place of Enterprise Value. 20
  • 21. Company Trading Analysis INFORMATION SERVICES (USD in millions) Long- Price/ Capitalization Enterprise Value / Enterprise Value / Revenue EBITDA Term Earnings Equity Enterprise Trading Performance Revenue EBITDA P/E Growth Margin EPS to Growth Company Value Value YTD 1 Year 3 Year 5 Year LTM 2012E 2013E LTM 2012E 2013E 2012E 2013E 2012E 2013E 2012E 2013E Growth Ratio Thomson Reuters Corporation $24,086.0 $31,503.0 3.3% (24.5%) (9.0%) (39.3%) 2.3x 2.4x 2.3x 9.4x 8.7x 8.4x 13.9x 12.6x 1.9% 3.3% 27.7% 27.8% 11.5% 1.2 Experian plc 15,143.5 17,112.5 10.1% 21.7% 126.9% 59.4% 3.8x 3.4x 3.1x 11.9x 10.4x 9.6x 17.2x 15.5x 9.5% 8.2% 32.6% 32.9% 13.0% 1.3 The McGraw-Hill Companies, Inc. 12,938.1 13,239.1 0.5% 23.6% 135.9% (28.1%) 2.1x 2.0x 1.9x 7.9x 7.5x 7.0x 14.1x 12.8x 3.4% 5.6% 27.0% 27.4% 10.5% 1.3 Reed Elsevier plc 10,675.7 10,675.7 5.3% 2.0% 5.0% (6.6%) 1.1x 1.1x 1.0x 3.7x 3.4x 3.4x 11.2x 10.7x 4.3% 2.2% 31.1% 31.2% 6.1% 1.8 Moody's Corp. 8,606.2 9,135.7 4.2% 23.2% 115.1% (41.6%) 4.0x 3.7x 3.5x 9.5x 8.6x 8.1x 14.5x 13.2x 8.6% 6.9% 42.9% 42.6% 12.5% 1.2 Wolters Kluwer NV 5,535.1 8,513.0 1.5% (17.3%) 11.0% (37.9%) 1.9x 1.8x 1.8x 9.1x 7.3x 7.0x 9.0x 8.5x 4.4% 1.1% 24.8% 25.4% 4.0% 2.3 Verisk Analytics, Inc. 7,168.4 8,077.6 8.0% 40.2% NA NA 6.1x 5.6x 5.1x 13.7x 12.4x 11.3x 23.8x 20.9x 10.1% 9.3% 44.8% 45.1% 13.4% 1.8 IHS Inc. 6,216.4 6,788.3 5.6% 14.7% 132.2% 152.1% 5.1x 4.4x 4.0x 16.9x 15.4x 12.9x 23.8x 19.6x 16.1% 10.0% 28.7% 31.2% 16.8% 1.4 Equifax Inc. 5,038.3 5,943.5 7.2% 18.2% 95.5% 8.9% 3.0x 2.8x 2.7x 9.3x 8.6x 8.0x 15.0x 13.5x 7.2% 7.3% 33.0% 33.2% 10.4% 1.4 Informa plc 4,152.4 5,399.2 12.8% 0.4% 103.7% (22.7%) 2.7x 2.6x 2.5x 9.9x 9.0x 8.5x 10.5x 9.7x 4.0% 4.2% 28.5% 28.9% 8.4% 1.2 MSCI Inc. 4,265.7 5,018.8 8.5% 1.7% 124.5% NA 5.6x 5.2x 4.8x 12.0x 11.3x 10.3x 18.0x 16.1x 6.4% 8.3% 46.4% 46.8% 13.0% 1.4 Dun & Bradstreet Corp. 3,944.2 4,743.7 (0.1%) 3.6% 11.7% (7.5%) 2.7x 2.7x 2.6x 9.0x 8.2x 7.5x 12.4x 11.4x (0.6%) 4.4% 33.1% 34.8% 9.1% 1.4 FactSet Research Systems Inc. 3,943.0 3,735.4 (1.9%) (14.6%) 126.8% 45.7% 5.0x 4.5x 4.1x 13.3x 11.7x 10.6x 20.8x NA 9.6% 11.1% 38.8% 38.6% 15.5% 1.3 Morningstar Inc. 3,001.5 2,534.6 0.6% 4.3% 114.6% 19.5% 4.0x NA NA 13.7x NA NA NA NA NA NA NA NA NA NA Bankrate, Inc. 2,383.8 2,521.2 NA NA NA NA 5.9x 4.7x 3.9x 19.4x 14.8x 12.1x 41.1x 29.5x 30.6% 18.4% 31.5% 32.5% 25.5% 1.6 CoreLogic, Inc. 1,638.6 2,269.1 7.4% (16.1%) NA NA 1.7x 1.5x 1.5x 11.3x 6.8x 6.3x 16.3x 14.2x 5.0% 1.0% 22.6% 24.4% 9.5% 1.7 NICE Systems Ltd. 2,169.5 1,821.1 (4.3%) 4.1% 52.4% (9.2%) 2.3x 1.9x 1.7x 13.1x 8.0x 7.4x 14.1x 12.4x 17.8% 11.3% 24.2% 23.5% 20.0% 0.7 Fair Isaac Corp. 1,458.6 1,739.0 10.9% 48.3% 269.7% 3.2% 2.7x 2.7x 2.6x 9.4x 9.4x 9.4x 15.8x 14.3x 2.8% NA 28.8% 27.5% 16.5% 1.0 DealerTrack Holdings, Inc. 1,168.2 1,089.8 3.8% 43.5% 163.7% (14.6%) 3.1x 2.9x 2.6x 14.6x 13.7x 10.7x 26.9x 22.6x 6.8% 11.1% 21.4% 24.7% 14.5% 1.9 CoStar Group Inc. 1,526.3 977.5 (0.1%) 7.4% 135.2% 30.0% 3.9x 3.5x 3.2x 17.1x 14.9x 13.0x 44.1x 37.0x 10.0% 10.1% 23.7% 24.7% 22.7% 1.9 LoopNet, Inc. 785.4 674.3 12.6% 59.6% 214.0% 12.3% 7.8x 7.0x 6.4x 45.0x 24.2x 30.9x 61.8x 65.7x 12.7% 9.7% 28.9% 20.6% NA NA The Dolan Company 270.9 473.1 (5.1%) (28.1%) 48.4% NA 1.6x 1.5x 1.4x 8.4x 6.6x 5.4x 14.0x 10.6x 7.4% 7.1% 22.9% 26.1% 14.3% 1.0 Intersections Inc. 201.3 195.8 (7.0%) 15.4% 147.2% 8.7% 0.5x 0.6x 0.6x 4.2x NA NA 12.8x 14.2x (7.9%) (5.9%) NA NA 8.0% 1.6 Reis, Inc. 107.6 92.4 (1.1%) 38.1% 154.1% 32.3% 3.1x NA NA 17.4x NA NA NA NA NA NA NA NA NA NA Creditriskmonitor.com Inc. 19.8 11.5 (16.7%) (64.3%) 142.7% 31.6% 1.1x NA NA 8.3x NA NA NA NA NA NA NA NA NA NA Information Services Median $3,943.0 $3,735.4 3.6% 5.8% 125.6% 5.9% 3.0x 2.8x 2.6x 11.3x 9.0x 8.5x 15.4x 14.2x 7.0% 7.3% 28.8% 28.9% 13.0% 1.4 Source: Capital IQ. Note: Sorted by Enterprise Value. 21
  • 22. Company Trading Analysis OUTSOURCED SOLUTIONS (USD in millions) Long- Price/ Capitalization Enterprise Value / Enterprise Value / Revenue EBITDA Term Earnings Equity Enterprise Trading Performance Revenue EBITDA P/E Growth Margin EPS to Growth Company Value Value YTD 1 Year 3 Year 5 Year LTM 2012E 2013E LTM 2012E 2013E 2012E 2013E 2012E 2013E 2012E 2013E Growth Ratio Tata Consultancy Services Limited $48,737.9 $47,530.5 10.0% 8.6% 408.1% 94.5% 5.0x 4.1x 3.6x 16.1x 14.2x 12.6x 19.1x 17.1x 24.9% 14.4% 28.8% 28.3% 18.5% 1.0 Infosys Ltd. 33,505.9 29,786.9 6.3% (6.9%) 133.5% 33.5% 4.4x 3.8x 3.4x 13.9x 12.1x 11.2x 17.2x 15.7x 20.0% 11.3% 31.2% 30.1% 16.5% 1.0 Dell Inc. 31,079.6 25,515.6 1.9% 12.3% 102.8% (24.8%) 0.4x 0.4x 0.4x 4.7x 4.6x 4.5x 8.2x 7.8x 0.9% 2.0% 9.0% 8.8% 5.1% 1.6 Wipro Ltd. 21,511.3 20,460.8 5.4% (2.6%) 247.0% 22.1% 2.8x 2.4x 2.1x 14.6x 11.7x 11.1x 16.8x 15.8x 18.2% 12.7% 20.5% 19.1% 14.5% 1.2 Xerox Corp. 10,961.4 19,190.4 6.5% (22.5%) 58.9% (52.1%) 0.8x 0.8x 0.8x 6.1x 5.7x 5.3x 7.3x 6.7x 0.6% 2.1% 14.7% 15.5% 7.5% 1.0 Cognizant Technology Solutions Corporation 21,524.5 19,092.3 (0.1%) (4.8%) 285.6% 58.8% 3.1x 2.5x 2.1x 15.1x 12.5x 10.4x 20.6x 17.4x 23.1% 19.3% 20.3% 20.4% 20.5% 1.0 HCL Technologies Ltd. 6,837.1 6,923.7 13.1% 3.5% 384.8% 53.4% 1.8x 1.5x 1.3x 11.5x 8.2x 8.2x 13.9x 12.2x 25.6% 12.3% 18.1% 16.2% 23.0% 0.6 Computer Sciences Corporation 4,925.2 6,806.2 22.5% (32.9%) (8.6%) (39.1%) 0.4x 0.4x 0.4x 20.9x 3.3x 2.9x 10.2x 7.9x (1.8%) 2.1% 12.9% 14.2% 9.0% 1.1 CGI Group, Inc. 5,533.7 6,439.8 7.8% 10.0% 127.7% 119.5% 1.5x 1.5x 1.4x 8.3x 7.8x 7.1x 12.3x 10.5x 4.9% 5.1% 18.7% 19.6% 14.1% 0.9 Amdocs Limited 5,249.1 4,324.1 3.6% 1.9% 83.1% (11.4%) 1.3x 1.3x 1.2x 7.2x 6.2x 6.2x 12.5x 10.9x 4.8% 4.9% 20.8% 19.9% 9.8% 1.3 Genpact Ltd. 3,563.5 3,516.5 8.9% 18.6% 102.3% NA 2.2x 1.9x 1.7x 11.9x 10.7x 9.4x 18.8x 16.0x 17.8% 13.5% 17.6% 17.5% 16.5% 1.1 Lender Processing Services, Inc. 1,859.8 2,931.6 31.9% (34.4%) (15.8%) NA 1.4x 1.5x 1.5x 6.0x 6.2x 6.2x 9.4x 8.7x (5.9%) 1.3% 23.6% 23.5% 10.0% 0.9 Deluxe Corp. 1,256.5 1,967.5 (4.0%) (1.8%) 219.6% (20.7%) 1.4x 1.4x 1.3x 5.5x 5.6x 5.5x 7.7x 7.4x 1.8% 1.3% 24.5% 24.6% 6.6% 1.2 iGATE Corporation 988.4 1,954.9 (1.9%) (4.2%) 481.0% 143.1% 2.5x 1.7x 1.5x 12.4x 6.4x 6.3x 12.4x 10.3x NA 11.2% 26.4% 24.3% 17.4% 0.7 Mphasis Limited 1,857.2 1,498.3 16.6% (4.4%) 157.6% 55.5% 1.4x 1.2x 1.2x 7.5x 7.1x 6.6x 12.0x 11.2x 13.0% 5.9% 17.3% 17.7% 10.1% 1.2 Convergys Corporation 1,492.7 1,175.4 (2.9%) (7.5%) 99.7% (49.3%) 0.5x 0.5x 0.5x 4.5x 4.3x 4.0x 12.8x 11.4x 2.6% 3.3% 11.8% 12.2% 9.5% 1.3 TeleTech Holdings Inc. 864.5 783.4 (10.0%) (29.6%) 76.3% (56.2%) 0.7x 0.6x 0.6x 5.5x 4.8x 4.4x 11.2x 9.3x 1.3% 9.6% 13.5% 13.5% 13.6% 0.8 Exlservice Holdings, Inc. 867.9 783.6 16.0% 33.0% 244.1% 18.8% 2.2x 1.7x 1.5x 12.4x 9.6x 8.3x 18.6x 15.5x 25.9% 18.0% 18.1% 17.9% 20.3% 0.9 CSG International, Inc. 516.8 667.7 (1.1%) (16.7%) 18.4% (35.3%) 0.9x 0.9x 0.9x 3.9x 4.1x 3.9x 9.4x 9.6x 0.0% 1.7% 22.2% 22.9% 8.3% 1.1 WNS (Holdings) Ltd. 551.3 622.9 14.1% 5.9% 159.1% (65.0%) 1.2x 1.5x 1.3x 9.2x 8.3x 7.3x 8.8x 9.9x 13.8% 12.2% 17.9% 18.1% 20.7% 0.4 Virtusa Corp. 400.9 327.1 (1.1%) (6.7%) 155.0% NA 1.2x 1.0x 0.9x 10.8x 8.1x 6.3x 16.1x 13.0x 20.2% 13.9% 12.8% 14.4% 23.5% 0.7 Outsourced Solutions Median $3,563.5 $3,516.5 6.3% (4.2%) 133.5% 3.7% 1.4x 1.5x 1.3x 9.2x 7.1x 6.3x 12.4x 10.9x 9.0% 9.6% 18.1% 18.1% 14.1% 1.0 Source: Capital IQ. Note: Sorted by Enterprise Value. 22
  • 23. Selected Recent Strategic Buyer M&A Activity Announced Date Buyer Target Sector Transaction Size Comments  PORTIA provides a broad set of middle-to-back office capabilities that allow investment managers to track and manage the day-to-day activity in their investment portfolios Investment  The solution supports a range of functions including corporate action processing, internal, client and Feb-12 $170mm Technology regulatory reporting, performance measurement and attribution and post trade compliance PORTIA  PORTIA’s offering will complement SS&C’s existing investment management solutions portfolio and build upon SS&C’s financial technology development capabilities  Beacon Software provides web-based technology solutions to community financial institutions  Solutions offered include bill pay, treasury management, telephone banking, personal financial Feb-12 Bank Technology NA management and mobile banking  Beacon’s singular focus on community financial institutions enables Integrated Bank Technology to continue its expansion into the community banking segment  BANKS.com provides access to thousands of pages of current financial content, including: articles, stock quotes, audio, video, blogs and much more Information  The Company provides Internet search services through a combination of traffic aggregation and Feb-12 $5mm Services proprietary Websites  The merger of BANKS.com’s portfolio of assets and Remark Media’s technology platform will expand client product offerings while enhancing customer experience  MoreMagic Solutions offers mobile payment solutions to mobile operators, financial institutions, content providers and distributors, enabling consumers to purchase goods and services on demand using a web-enabled mobile device Feb-12 Payments NA  Combined, the technological capabilities of Oberthur Technologies and MoreMagic will create a comprehensive mobile money services suite including secured end-to-end payment and money transfer services, helping mobile operators and financial institutions to offer financial services in mobility such as proximity, remote payment and mobile banking  Sub1 is a Latin American payment service provider with 70% market share in Argentina Feb-12 Sub1 Payments NA  The acquisition of Sub1 facilitates GlobalCollect’s strategic intention to expand in Latin America and further contributes to the growth and ambition of GlobalCollect to be the leading electronic payment service provider in the region 23
  • 24. Selected Recent Strategic Buyer M&A Activity (cont’d) Announced Date Buyer Target Sector Transaction Size Comments  Kima Labs provides online shopping community solutions for mobile devices for in-store shopping requirements Feb-12 Payments NA  Its solutions enable users to scan and recommend items, see recommendations from people in the community, get ideas for what to buy, and compare prices with other stores, as well as provide suggestions for similar products and buy products in physical stores  WHI Solutions provides web-based eBusiness solutions to automotive and heavy-duty parts sellers and service providers  With the acquisition of WHI, eBay plans to expand its catalog of auto replacement parts to specialty Information Feb-12 NA equipment to meet the needs of its customers Services  In addition to the catalog benefits for eBay Motors buyers, sellers will also enjoy a better experience with an easier way to list inventory, with automatically populating listing fields including description, image and vehicle application data using WHI’s catalog of millions of SKUs  Insurers world provides strategic analytics and claims software to the property insurance industry  Together, Enservio and Insurers World will be able to offer property insurers a full range of solutions Insurance Feb-12 NA from strategic analytics to claims software and services nationally Technology  As a combined entity, Enservio provides solutions to 12 of the largest property insurers in the nation, has over 300 insurer customers and over 450 employees nationally  NYSE acquired 25% of Fixnetix with an option to acquire the remaining portion of the business at any time in the next three years  Fixnetix is a service provider of ultra-low latency data provision, co-location, trading services and risk controls for more than 50 markets worldwide Trading Feb-12 NA  The transaction positions NYSE Technologies’ global reach and technology solutions alongside Technology Fixnetix’s low latency market data and trading infrastructure services to present customers a combined offering of core managed services delivered to markets and participants around the world  The strategic investment will allow both companies to offer their trading and market information services to global customers with greater integration and scale  SEI acquired the assets of NorthStar Systems International  The transaction expands SEI’s front-office capabilities across its Global Wealth Platform Trading Feb-12 NA  The acquired technology will enable SEI to deliver more sophisticated levels of front-office automation Technology and functionality to its wealth management clients in critical business areas such as client acquisition and client management 24
  • 25. Selected Recent Strategic Buyer M&A Activity (cont’d) Announced Date Buyer Target Sector Transaction Size Comments  Tamarac provides an integrated, web-based suite of portfolio and client management software for independent advisors and wealth managers Investment  The company currently has relationships with approximately 500 Register Investment Advisor firms , Feb-12 $54mm Technology collectively managing over $250 billion in assets  The combination of Envestnet and Tamarac will enhance the way advisors support investors through the Advisor Xi technology suite  Intuitive Group International implements multi-channel, multi-touch marketing programs in Europe  The acquisition will allow Parago to provide clients full-service programs designed to increase Marketing customer acquisition, enhance channel sales performance and reward and recognize employee Feb-12 NA Services performance  The combination of the two incentives providers will result in a greater reach and suite of total engagement offerings, plus a client roster that includes many of the world’s leading companies  Medagate powers OTCNetwork™, the only national closed loop over-the-counter (OTC) healthcare benefits payments platform Feb-12 Payments NA  Medagate's technology platform supports several applications that enable retail and healthcare to intersect at the point of sale, enabling insured health plan members as well as Medicare and Medicaid members to access and spend their monthly healthcare benefits in a user-friendly manner  Integral Computers is a provider of secure payment services and products to the retail, hospitality and petroleum industries  Integral supports over 28,000 points of sale across Ireland and the U.K. and its hosted and offsite Feb-12 Payments $26mm payment solutions currently process over 5 billion transactions annually  The acquisition of Integral accelerates Sage Pay’s existing strategy of offering connected payment services to the cardholder present market  Prima Capital is a provider of investment manager due diligence, research applications, asset allocation modeling and multi-manager portfolios to the wealth management and retirement industries Investment  The acquisition of Prima extends Envestnet’s ability to deliver an expanded set of premium research- Feb-12 $14mm Technology based solutions to financial advisors  Envestnet plans to enhance its wealth management solutions with Prima’s objective advice, analytics and data on managed account strategies, mutual funds, ETFs and alternative investments, delivered through powerful web-based technology 25
  • 26. Selected Recent Strategic Buyer M&A Activity (cont’d) Announced Date Buyer Target Sector Transaction Size Comments  R2 Financial Technologies is a provider of advanced risk and scenario-based analytics to traders, portfolio and risk managers for pricing, hedging and capital management across asset classes Information  The Company offers NxR², a front-office pricing, portfolio construction, and risk management Feb-12 NA Services software solution and R² Capital, a middle-office risk and capital management software solution  The acquisition will enable S&P Capital IQ to give clients an integrated view of market and credit risks across asset classes in a unique solution  Navita is a provider of software and services to the global energy and commodity trading industry  This acquisition will further extend Brady's footprint in the energy market as Navita's solutions support trading and risk management in a number of segments already familiar to Brady, including electric Trading Feb-12 $27mm power, gas, emissions / carbon and related commodities Technology  Brady will gain an extended functional footprint in the areas of physical power and gas, as well as data management, scheduling and nominations, which will enhance its current product offering to the energy markets  e-VERIFILE specializes in developing and delivering web-powered employee screening solutions and Information support systems Feb-12 NA Services  Products and services include background checks, credit history reports and criminal background investigations  SBC Systems designs, supports and implements employee benefits management software  The Company’s products are designed to help outsourcers, plan sponsors and associations deal with Benefits / complex benefit plan provisions, communicate those provisions and manage the data and processes Jan-12 NA Payroll associated with administering their plans  Morneau Shepell is headquartered in Canada and the acquisition expands its presence in the U.S. benefits management market  Green Dot Corporation has acquired certain processing and hardware assets of eCommLink (ECL) for $2.5 million in cash  This asset purchase will allow Green Dot to continue its strategy of vertical integration by bringing key remaining elements of transaction processing in house, thereby reducing reliance on third parties Jan-12 Payments $3mm Processing  Green Dot recently renewed its outsourced processing agreement with TSYS for an additional two- Assets year term  During this period, Green Dot expects to transition those services from TSYS to its in-house processing solution built on the assets acquired from ECL 26
  • 27. Selected Recent Strategic Buyer M&A Activity (cont’d) Announced Date Buyer Target Sector Transaction Size Comments  Cardstar is a Boston-based developer of mobile applications that extend the use of loyalty cards and mobile coupons among consumers Marketing Jan-12 NA  The CardStar application consolidates membership and rewards cards on smartphones, letting Services consumers use a single application rather than a series of physical cards and enabling merchants to tailor mobile deals and information to their customers  Algorithmic Trading Management is a provider of global, multi-asset class algorithmic execution Trading trading models Jan-12 NA Technology  Following the closing of the transaction, ATM will continue to operate as a separate financial technology business offering broker neutral services to existing and future clients  Mark Altman & Associates (MA&A) is a provider of comprehensive billing solutions serving municipal, utility and private sector customers  The merger will allow customers to benefit from a broad range of operating synergies and enables Jan-12 Payments NA Billtrust to accelerate its growth in key municipal and utility markets  Current print, eBilling and archiving platforms will be consolidated into a single, more powerful platform that will enable new capabilities to automate services, drive usage of online payment channels and monitor quality  ADP announced its acquisition of the Indian payroll business of Randstad Holding nv from its Indian subsidiary Ma Foi Randstad  Ma Foi Consulting Solutions Ltd., the Indian company acquired by ADP from Ma Foi Randstad, offers Jan-12 Benefits / Payroll NA Indian Payroll managed payroll services and social benefits administration to clients across India through a fully Business customized payroll engine  Ma Foi Consulting Solutions serves over 350 brand-name multinational and domestic clients  QUOSA is a content management and workflow productivity solutions provider for researchers and information managers Information Jan-12 NA  QUOSA ‘s technological capabilities will be developed into Elsevier-branded solutions and will allow Services researchers and information professionals to manage information more efficiently at the various stages of the research workflow including organizing, archiving and sharing 27
  • 28. Selected Recent Strategic Buyer M&A Activity (cont’d) Announced Date Buyer Target Sector Transaction Size Comments  Crivo, through its service offerings, provides its Brazilian customers highly sophisticated and versatile decision-making capabilities  The combination of Crivo and TransUnion will create significant value for the Brazilian market, Information Jan-12 NA providing a unique source of actionable data that will enable clients to adapt and maximize Services relationships and business processes at every stage in a customer's lifecycle  Crivo's proprietary technologies are currently employed in growth industries such as credit, telecommunications, insurance and retail  The Pilot solution, built and used by TOBAM as its decision support solution for the fund’s principals, is complementary to SunGard’s Asset Arena solution suite, which supports the core functions of the asset management industry including investment management, investment operations and investor Trading servicing Jan-12 NA Technology Pilot  SunGard’s asset management solutions help institutional investors, hedge funds, private equity firms, Software fund administrators and securities transfer agents improve both investment decision-making and operational efficiency, while managing risk and increasing transparency  Tender Retail is a Toronto-based payments company with a substantial North American distribution network  GFI Solutions intends to expand its product line, and it will be introducing a semi-integrated payment Jan-12 Payments NA solution complementary to Tender Retail's offering  With this expansion, GFI Solutions will become the largest point-of-sale payment solutions provider in Canada  Icon Time Systems serves small businesses with PC-based and web-enabled time and attendance products  Paychex initially partnered with Icon Time Systems in February 2011 for the successful launch of the Jan-12 Benefits / Payroll NA Paychex PST 1000 time clock, an easy-to-use system that delivers progressive time and attendance technology to small businesses  Customers include restaurants, medical offices and manufacturing and retail companies  Fortigent delivers a fully integrated and customizable business-to-business outsourced wealth management solution to banks, trust companies, and independent advisory firms Investment  Services include an open architecture investment platform with particular expertise in alternative Jan-12 NA Technology investments, a flexible unified managed account program and consolidated wealth reporting  Upon completion of this transaction, Fortigent will remain solely focused on supporting practices serving high-net-worth clients 28
  • 29. Selected Recent Strategic Buyer M&A Activity (cont’d) Announced Date Buyer Target Sector Transaction Size Comments  TaxACT is a provider of tax preparation software  TaxACT’s offerings are available through a secure online delivery system, complemented by available desktop downloads and extensive tax and IRS expertise Outsourced Jan-12 $288mm  The transaction is expected to be immediately accretive to InfoSpace earnings per share and year one Solutions return on shareholder capital is expected to exceed 16%  For the twelve months ending September 30, 2011, TaxACT had revenues of $78.1 million and adjusted EBITDA of $37.8 million  WikiPay is a low-cost, cash-based payment and marketing platform solution for Peer-to-Peer, Business-to-Consumer (B2C), Consumer-to-Business (C2B), and Business-to-Business (B2B) transactions Jan-12 Payments NA  WikiPay's mobile marketing application, WikiBlast, enables merchants to reach their client base instantly with a variety of customizable SMS marketing programs  The merger between WikiLoan and WikiPay will allow the new Company to market both robust platforms to the same prospective clients and affiliate relationships  Cover-All Technologies announced the acquisition of the assets of BlueWave Technology, including its insurance claims software  The Cover-All/BlueWave browser-based claims administration software solution will be marketed Insurance both as a standalone solution as well as a fully integrated component within Cover-All's existing Policy Jan-12 NA Technology and Business Intelligence products  BlueWave’s flagship product, PipelineClaims™, was designed and developed with an in-depth knowledge of the claims process and utilizes the latest technologies to create a flexible, easy-to-use, functionally rich and efficient claims solution  Legent Clearing is a FINRA member firm providing securities clearing and other services to FINRA member firms Trading  Legent’s current client correspondent roster includes more than 75 broker / dealers Jan-12 $20mm Technology  The Company’s new relationship with COR Securities will enable it to improve and expand its product and service offerings and continue to build on its network of fully-disclosed broker-dealer correspondents  Global Payments announced that HSBC Bank Malta PLC has agreed to sell its card acquiring business to HSBC Bank HSBC Merchant Services Ltd, a Maltese subsidiary of Global Payments Inc Malta, Card  HSBC Bank Malta plc, together with its subsidiaries, provides banking and financial related services in Dec-11 Payments $14mm Acquiring Malta Business  HSBC Merchant Services provides card processing services to corporations, financial institutions, and government agencies primarily in the United Kingdom 29
  • 30. Selected Recent Strategic Buyer M&A Activity (cont’d) Announced Date Buyer Target Sector Transaction Size Comments  BillSafe is a German-based provider of purchase-on-invoice technology  The acquisition extends Ebay’s leadership in payments by combining BillSafe with PayPal Dec-11 Payments NA  PayPal, which serves more than 15 million accounts in Germany, believes the addition of BILLSAFE will provide a comprehensive payment service for merchants and consumers  VaultWare provides consumer-centric apartment marketing and leasing solutions focused on delivering an ideal online shopping experience that results in streamlined operations, highly qualified Outsourced leads and more leases Dec-11 NA Solutions  The acquisition will provide MRI’s customers with a complete, fully automated lease management solution that will be tightly integrated into MRI’s property management and accounting systems  RapiData is a provider of machine-readable economic news to trading firms and financial institutions Trading Dec-11 NA  With this acquisition, NASDAQ OMX will deliver U.S. government and other economic news directly Technology from the source to customers interested in receiving information in an electronic feed  Barrie & Hibbert is a provider of risk management and modeling tools for insurance companies worldwide  With more than 150 customers around the world, Barrie & Hibbert's Economic Scenario Generator (ESG) is widely used for valuing and projecting assets and liabilities and assessing risk and capital Information Dec-11 $78mm positions Services  Barrie & Hibbert's offerings and expertise in understanding the risks in long-term asset and liability management will enhance Moody's data management, capital calculation and regulatory reporting platform to further meet the needs of institutions as they undertake risk management and regulatory compliance activities  Wolters Kluwer Financial Services announced its acquisition of the regulatory compliance content of PRINGLE® Policy and Procedure Solutions (PRINGLE) from PRINGLE Publications Corporation PRINGLE  Wolters Kluwer will integrate PRINGLE’s compliance and safety and soundness policies and Compliance Information procedures, worksheets, forms, and regulatory checklists and tests into the Policies and Procedures Dec-11 NA Policies & Services module of the company’s ARC Logics for Financial Services enterprise risk management (ERM) solution Procedures  The integration of PRINGLE content within ARC Logics further strengthens the continuum of control that compliance professionals require to ensure their primary regulatory obligations are met within the operational units 30
  • 31. Selected Recent Strategic Buyer M&A Activity (cont’d) Announced Date Buyer Target Sector Transaction Size Comments  DocuTech announced its acquisition of the assets of Lender Support Systems’ (LSSI) Docs3D mortgage document software  The acquisition of LSSI’s Docs3D software and customer base enables DocuTech to continue growing Banking Dec-11 NA its existing presence among regional banks and credit unions Technology  Current LSSI customers will benefit from the expanded compliance services offered by DocuTech, including dedicated legal staff tracking all regulatory changes and monthly updates to ensure all systems are up-to-date  AllStar’s fuel cards permit fleet operators to provide their company drivers with a payment card to fuel AllStar Business their vehicles securely without having the need to pay with cash or personal credit cards Dec-11 Payments $304mm Solutions Ltd.  At present, AllStar has approximately 40,000 customers and about one million cardholders, a large portion of whom are small and medium sized enterprises in the U.K.  DepotPoint operates as a default management workflow vendor  By incorporating the DepotPoint technology, MRN Cubed's outsourcing unit will have a centralized Outsourced Dec-11 NA hub to process short sales and foreclosures Solutions  MRN Cubed will reconfigure DepotPoint to be used for origination, beginning with its due diligence outsourcing and expanding to include its underwriting technology  Bonneville Bancorp is the holding company of Bonneville Bank, a single-office, FDIC-insured commercial bank located in Provo, Utah with approximately $37 million in assets Dec-11 Payments $16mm  The acquisition of Bonneville Bank will give Green Dot the ability to serve broader segments of consumers with innovative banking and payment solutions  ASAP Advisor Services provides investment marketing services and database management solutions for institutional money managers, hedge fund managers and other financial advisors  eVestment will phase in a new brand name, eVestment Omni, to cover its full suite of database Investment population offerings, with three versions to match the spectrum of solutions available from the Dec-11 NA Technology combined organization  Collectively, the eVestment Omni offerings will automate and manage data population for over 300 clients representing over $24.5 trillion in assets under management and over 4,600 unique investment strategies 31
  • 32. Selected Recent Financial Buyer Activity Announced Date Investor(s) Target Sector Transaction Size Comments  TransUnion provides information and risk management solutions, including credit and data reports, credit scores, analytical services and decisioning technologies Information Feb-12 $3.3bn  Its decision services are used to evaluate business risks and opportunities associated with new Services consumer credit and checking accounts, insurance applications, account collection, patient registrations and apartment rental requests  GlobeOp Financial Services is an independent administrator of middle and back office services, integrated risk reporting and portfolio analytics for hedge funds, managed accounts and fund of funds Investment  By outsourcing to GlobeOp, clients can reduce their technology investments and operational risks, Feb-12 $727mm Technology while increasing their focus on asset generation and portfolio management  GlobeOp serves approximately 200 clients worldwide, representing $173 billion in assets under administration  Orc is a provider of technology and services to the global financial industry with a focus on advanced trading, market making and brokerage Trading Jan-12 $293mm  It provides solutions for trading and market access for buy and sell-side professionals, such as Technology investment banks, market making and trading firms, stock exchanges, brokers, institutional investors and hedge funds 32
  • 33. Selected Recent Growth Equity / Venture Capital Activity Announced Date Investor(s) Target Sector Investment Size Comments  Karma provides a mobile platform which gives users the option to give friends gifts via iOS and Android Marketing applications Feb-12 $5mm Services  Gift recipients receive a notification message and are able to customize their gift choices by color or style prior to shipping or exchange the gift for an entirely different product  ROAM Data is an mCommerce Platform-as-a-Service (PaaS) provider extending physical Point of Sales and eCommerce to the mobile environment to help merchants find and keep customers Feb-12 Payments NA  ROAM’s solutions allow merchants to accept card payments on mobile devices, and allow consumers to easily make purchases in mobile shopping applications and advertisements  The GoPago service would allow consumers to use their mobile phones to order and pay for local goods or services and then show the merchant a receipt on the phone screen when picking up a purchase Feb-12 Payments NA  In exchange for the investment of an undisclosed sum, JPMorgan Chase will be the first financial services company to partner with GoPago, which will also open its service to other bank partners  FNZ is a provider of technology, transaction and custody services to the wealth management industry Investment  FNZ’s technology, transaction and custody services enable these institutions to provide wealth Feb-12 NA Technology management solutions to financial advisers, end-investors and the workplace that are efficient, flexible and scalable, supporting market, demographic and regulatory trends worldwide  Lumesis offers data, visualization and analytical tools and time-sensitive notifications for the fixed Information income marketplace Feb-12 $3mm Services  Its DIVER product brings its clients more than 130 data sets from over 30 distinct sources regarding data that impact the fiscal well-being of states, counties and other municipalities  Correlix offers RaceTeam™, a latency management service providing real-time latency visibility for buy- Trading side, sell-side and liquidity venues Feb-12 NA Technology  The company's global client base encompasses the world's largest high frequency trading sell-side, buy- side and market centers as well as low-latency service providers 33
  • 34. Selected Recent Growth Equity / Venture Capital Activity (cont’d) Announced Date Investor(s) Target Sector Investment Size Comments  360T Group is a provider of web-based trading technology for OTC financial instruments, particularly currency exchange, short term money market loan/deposits and interest rate derivatives Trading  The Company’s multi-bank platform provides the liquidity of more than 100 global and regional market Feb-12 NA Technology makers used by over 1000 client organizations worldwide  360T Group also offers a professional white-label trading technology for electronic trading services to a closed group of users on a proprietary branded platform  Flattr provides a social micro-payment system which facilitates small donations  Users establish a monthly donation amount that is divided equally over sites or causes they choose to Feb-12 Payments $2m like or “flattr” over the course of the month  The monthly fee remains constant without regard for how many times the donation is divided  GoCardless provides an interface which allows smaller merchants and companies to integrate ACH transfers into their sites for one-time and recurring payments Feb-12 Payments $2mm  The Company offers transfer services for one-third to one-fourth the cost of most network-based payment options  GoCardless is currently integrated with over 300 merchants  Dwolla provides a free web-based software platform which allows users to send, receive and request funds from any other user Feb-12 Payments $5mm  Dwolla allows users to send money at no charge and levies a 25 cent fee on users to receive funds in excess of $10  Capital Access Network, Inc. (CAN) is a provider of daily remittance-powered financial products and services for small and mid-sized businesses Outsourced  Daily remittance financial products combine behavioral risk scoring and data driven risk management to Feb-12 $30mm Solutions enable the delivery of more capital to the right small businesses while decreasing provider risk  The Company’s wholly-owned subsidiaries have provided over $2 billion in more than 80,000 transactions  Xero provides SaaS-based accounting products to small and medium-sized business in New Zealand and Valar Outsourced internationally Feb-12 $17mm Ventures Solutions  Specific subscription services for clients include invoicing / billing, accounts payable, bank reconciliation and bookkeeping 34
  • 35. Selected Recent Growth Equity / Venture Capital Activity (cont’d) Announced Date Investor(s) Target Sector Investment Size Comments  PlanSource provides SaaS-based outsourced solutions including payroll, benefits administration, Outsourced decision support and HRMS technology Feb-12 $12mm Solutions  PlanSource unites brokers, insurance providers, employers and employees by unifying HR data, managing HR transactions and educating employees  Veracity Payment Solutions is a provider of credit card, debit card and ACH processing solutions  The Company employs a channel-driven strategy targeting community banks, trade associations and Feb-12 Payments $80mm affinity partners  Veracity annually processes over one billion dollars in transaction volume for more than 10,000 businesses Payments /  CardSpring provides an interface that lets developers add coupons, loyalty programs and digital Feb-12 Marketing $10mm receipts to payment cards Services  The interface eliminates the need for business specific mobile device applications  MOGL offers customer loyalty rewards programs for restaurants  MOGL’s secure technology platform tracks credit and debit card transactions and activity so that Marketing Feb-12 $10mm consumers earn rewards without the need for presenting coupons or membership cards Services  The platform leverages game mechanics and human psychology to offer multiple incentives that motivate consumers to repeatedly return to member restaurant venues  TrialPay's transaction advertising platform for online merchants places targeted promotions around purchase transactions Payments /  TrialPay works with leading companies across many industries, including software, social apps, retail, Jan-12 Marketing $40mm online services and more Services  Over the past five years, the Company has provided more than 150 million users with compelling payment options at more than 10,000 sites including Facebook, Gap, Trend Micro and Fandango  Vodafone Ventures invested $11.3mm in Finsphere, a provider of identity analytics technology Payments /  Finsphere’s technology enables wireless carriers to protect their customers through identity Jan-12 Information $11mm authentication services Services  Finsphere also provides a platform for the development of non-intrusive, privacy enhancing services to protect individuals and data across all industry segments 35
  • 36. Selected Recent Growth Equity / Venture Capital Activity (cont’d) Announced Date Investor(s) Target Sector Investment Size Comments  HelloWallet is a provider of personalized financial guidance Investment  The company has sold more than 300,000 subscriptions since it launched its enterprise application in Technology/ mid-2011, and is now working with some of the largest companies in the country Jan-12 $12mm Information  During this same period, HelloWallet’s personalized financial guidance has helped its average members Services increase their monthly savings contributions by more than 80%, creating about $350 in extra savings contributions every month per person  Recurly, Inc. provides enterprise-class recurring billing management for subscription-based SaaS, Web 2.0, Mobile, content and publishing businesses worldwide  Businesses like Fox News Radio, JibJab Media and Weather Underground depend on Recurly’s ability to Jan-12 Payments $6mm deliver recurring billing automation that is set up in days, and offered as a month-to-month service, without setup fees or contractual commitments  Since it’s launch in January of 2010, Recurly has deployed subscription billing for over six hundred companies throughout North America and the European Union  ZestCash is a provider of online payday loans  The company takes an entirely different approach to underwriting by combining machine learning techniques and data analysis, coupled with traditional credit scoring Jan-12 Bank Technology $23mm  As a result, the company can offer credit to many people who historically would have been turned away  The new funding will be used towards further innovations in underwriting, expansion into additional states and company growth  iPipeline provides a suite of sales distribution software to the insurance and financial services markets through its on-demand service  iPipeline's channel solutions for carriers, distributors, and producers automate activities for CRM, forms Insurance distribution and processing, quotes and illustrations, in Good Order e-Applications, agency Jan-12 NA Technology management, data services, policy delivery and related services, enabling the insurance industry to market, sell, and process faster  iPipeline’s on-demand platform is accessed by a customer network of 120 carriers, 1,200 distributors, and 400,000 financial professionals and advisors  Plastic Jungle operates as an online gift card marketplace Marketing  Plastic Jungle allows people to sell unredeemed gift cards for up to 92 percent of the gift card value, or Jan-12 NA Services purchase gift cards at a significant discount  The Company exchange hundred of thousands of gift cards for over 400 brands in 2011 36
  • 37. Selected Recent Growth Equity / Venture Capital Activity (cont’d) Announced Date Investor(s) Target Sector Investment Size Comments  Mu Sigma is a pure-play provider of analytics and decision support services for global enterprise customers Information Dec-11 $108mm  The company provides clients with a competitive edge by helping them institutionalize decision support Services and analytics within their organizations in a sustainable manner using a global delivery model  This investment follows a $25mm financing round in April 2011  Space Curve is a Seattle-based developer of a real-time analytics platform for big data Information Dec-11 $2mm  The company’s platform provides for enhanced analysis and scrutiny of massive forms of data for Services consumer and business needs Financial Partners  Bill.com is an on-demand accounts payable and accounts receivable application for businesses of all sizes and has a tailored product for accountants and bookkeepers Dec-11 Payments $16mm  The company will use the additional capital to scale operations in support of continued customer growth and for product development and marketing purposes  Klarna offers secure payment solutions to e-stores in Europe  At the core of Klarna’s services is the concept of after delivery payment, which lets buyers receive ordered goods before any payment is due Dec-11 Payments $155mm  At the same time, Klarna assumes all credit and fraud risk for e-stores so that sellers can rest assured that they will always receive their money  Today, Klarna’s payment solutions are integrated by more than 14,000 online shops in Sweden, Norway, Denmark, Finland, Germany and the Netherlands 37
  • 38. Selected Recent Public Equity Activity One-Day/ One-Week / Feb. 29, 2012 / Pricing Company Sector Offer Type Offering Size Offer Price Offer Price Date Feb-12 Trading Technology Follow-On  $110 MM  $30.50  9.7%  8.6%  8.6% Feb-12 Liquidity Venues IPO  $72 MM  $12.00  14.5%  12.0%  12.8% Jan-12 Insurance Technology IPO  $115 MM  $13.00  31.7%  38.7%  74.0% Dec-11 Information Services Follow-On  $219 MM  $17.50  9.8%  7.7%  36.2% Nov-11 Payments Follow-On  $150 MM  $16.25  0.0%  4.0%  10.3% Sept-11 Outsourced Solutions Follow-On  $92 MM  $23.00  (0.9)%  (1.1)%  21.0% Jul-11 Information Services IPO  $500 MM  $15.00  2.3%  2.0%  58.9% May-11 Information Services Follow-On  $259 MM  $60.00  4.6%  0.4%  0.0% Apr-11 Information Services IPO  $51 MM  $6.00  12.8%  19.0%  39.2% Feb-11 Investment Technology Follow-On  $194 MM  $17.60  8.0%  7.5%  17.7% 38
  • 39. Selected Recent Debt Financings Ratings Announced Company Sector Purpose Moody’s S&P Size Coupon Date Dec-11 Bank Technology Refinancing  Ba1  BB  $150 MM  7.625% Dec-11 Information Services General Corporate  Ba1  BBB-  $250 MM  Floating Nov-11 Liquidity Venue Refinancing  NA  NA  $200 MM  4.13% Nov-11 Liquidity Venue Refinancing  NA  NA  $200 MM  4.69% Oct-11 Payments Acquisition  B2  B  $400 MM  10.25% Aug-11 Payments General Corporate  NA  A-  $400 MM  3.65% Jul-11 Information Services LBO  B2  B+  $205 MM  L + 600 Jul-11 Information Services LBO  NA  B+  $150 MM  L + 650 Jul-11 Information Services Refinancing  Caa1  B-  $700 MM  10.25%  RC: L + 225 Jul-11 Bank Technology Refinancing  Baa3  BBB  $1.3 BN  TLA: L + 350  TLB: L + 325-350 Jun-11 Payments Acquisition  NA  NA  $900 MM  L + 175 Jun-11 Bank Technology Refinancing  Baa2  BBB-  $600 MM  L + 155 Jun-11 Bank Technology General Corporate  Baa2  BBB-  $400MM  L + 180 Jun-11 Payments Dividend / Recapitalization  B2  BB-  $200 MM  L + 475 Jun -11 Trading Technology Acquisition  NA  NA  $320 MM  L + 600 Jun-11 Bank Technology Acquisition  NA  NA  $575 MM  L + 500 A credit rating of a security is not a recommendation to buy, sell or hold securities and may be subject to review, revisions, suspension, reduction or withdrawal at any time by the assigning rating agency. Source: SNL Financial. 39
  • 40. Disclosures The information transmitted is intended only for the person to whom or entity to which it is addressed and may contain confidential and/or privileged material. Any review, retransmission, dissemination or other use of, or taking of any action in reliance upon this information by persons or entities other than the intended recipient, or an employee of agent responsible for delivering this message to the intended recipient, is prohibited. If you received this in error, please contact the sender and then delete and destroy all copies of the material. Sources of data include Capital IQ, FactSet and other news organizations. Information obtained from third-party sources is considered reliable, but we do not guarantee that the information herein is accurate or complete. This report was prepared within Raymond James & Associates’ Investment Banking Department and is for information purposes only. This report is not a product of Raymond James & Associates’ Research Department; recipients of this report should not interpret the information herein as sufficient grounds for an investment decision or any other decision. The report shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities mentioned herein; past performance does not guarantee future results. Ent. Value = Enterprise Value LTM = Last Twelve Months EBITDA = Earnings Before Interest, Taxes, Depreciation and Amortization Raymond James & Associates, Inc., member New York Stock Exchange/SIPC. Additional information is available upon request. 40