Converting work
into wealth.




                  July 2012
Our Mission
    Converting Work Into Wealth
    MergerTech enables small and medium-sized technology
    companies to realize the value of their business by leveraging
    our deep domain expertise as the dominant investment bank in
    this space

    Values
    1.  Domain Expert
    2.  Candid
    3.  Results Oriented
    4.  High Energy
    5.  Responsive




2
Why MergerTech
     Expert    Bankers
      –   Each banker has 10+
          years of experience
     Buyer    knowledge
      –   Worldwide reach to more
          than 20,000 buyers


                LEADS TO

     Fastest process
     Greatest certainty of close
     Best value




3
Proven Leadership
     Nitin   Khanna, CEO
      –   Founder, Chairman and CEO of Saber Corp.
          • Delivered technology solutions to governments worldwide
          • Sold for $460M to EDS
      –   Executive at Oracle
     Karan    Khanna, President
      –   President and COO of Saber Corp.
          • Drove project delivery with high profitability
          • Managed worldwide labor force
     Martin   Wolf, Chairman
      –   Founder & President of Martin Wolf Securities
          • Closed over 100 technology M&A transactions
      –   Entrepreneur and senior executive at ComputerLand
      –   Senior executive at Merisel




4
Guiding Sellers at Every Step
     ManagingDirector personally guides business owners through
     the M&A process:




5
Fast and Efficient Process


                              Presentation   Management        Management Multiple LOI’s         Management            Winning LOI   Due Diligence
                                 Done        Meetings Set     Meetings Done Received           Meetings Round 2        Negotiated    & Deal Closed
            MergerTech
    Approx 75% success rate


                                                            First Draft of   CIM & Blind    Blind Profile    NDAs           CIM          LOI’s     Management     Winning LOI   Due Diligence
                                                                CIM          Profile Done     Emailed       Received       Mailed       Received Meetings Round 2 Negotiated    & Deal Closed
           Other Banks
    Approx 50% success rate




                                 Day 15        Day 21            Day 40        Day 60          Day 75        Day 90        Day 120       Day 150       Day 180      Day 210          Day 270




6
A Global, Focused Investment Bank
     Worldwide  reach and rapid execution
     Only dealing with small and medium-sized technology and
      technology enabled companies




7
Trusted Advisors for Technology M&A

                                        Unstructured Data Analytics
                                                “Waikiki”

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




      MergerTech acted as advisor to      MergerTech acted as advisor to   MergerTech acted as advisor to
     CrowdCompass in this transaction      “Waikiki” in this transaction    Confiance in this transaction



               June 2012                           April 2012                       March 2012




8
Trusted Advisors for Technology M&A



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




      MergerTech acted as advisor to   MergerTech acted as advisor to   MergerTech acted as advisor to
       Sweetspot in this transaction      PMB IT Solutions in this      Small Society in this transaction
                                               transaction


              February 2012                   February 2012                     January 2012




9
Trusted Advisors for Technology M&A



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




       MergerTech acted as advisor to   MergerTech acted as advisor to     MergerTech acted as advisor to
        Deyfisher Consulting in this    NCC Networks in this transaction   Second Porch in this transaction
               transaction


              October 2011                        June 2011                           May 2011




10
Tech Sector Relationships




11
MergerTech Recent Transactions
        Cozumel – Mobile Applications for Events – Sell-side Closed 2012
          –   Cozumel is a software company with deep expertise in developing mobile applications for
              conferences, trade shows, and a variety of corporate and global events. The company currently
              develops apps on all application platforms including iOS, Android, and BlackBerry. Founded in
              2009, the company has quickly become a dominant player in the mobile application development
              sector for conferences and events.

        Waikiki – Business Intelligence / Syndicated Research Data – Sell-side Closed 2012
          –   Company is the developer of an algorithmic-driven software platform that unobtrusively gathers
              massive amounts of unstructured data and turns it into relevant and timely market and consumer
              sentiment business intelligence. The results are classified by industry, brands, products and
              features and delivered as syndicated data, facilitated by a growth partner in each vertical. Current
              verticals include healthcare, music, film entertainment, liquor, politics, automotive, airlines,
              games, Fitness, News Media, and consumer electronics.

        Ducks – Healthcare Information Technology – Sell-side Closed 2012
          –   Health data company focused on improving the use of data in the treatment of diabetes. Company
              specializes in turning raw output from patient devices into powerful information for researchers,
              health care providers and patients. In clinics or from home Company performs all data extraction
              and analysis, relieving frustration with multiple interfaces, drivers and data formats.

        Belize – Infrastructure and Data Center Management – Sell-side Closed 2012
          –   IT Solutions Provider with a focus on Unified Communications, Network Infrastructure, Information
              Security and Data Center Management. Company provides advanced consultative solutions which
              include pre-sales design, technology budget planning, technology assessments, project
              management, technology implementation, troubleshooting, and training.




12
MergerTech Closed Transactions
        Olympus – Cisco Solutions Provider – Sell-side Closed 2012
          –   IT Solutions Provider with a focus on Unified Communications, Network Infrastructure, Information
              Security and Data Center Management. Company provides advanced consultative solutions which
              include pre-sales design, technology budget planning, technology assessments, project
              management, technology implementation, troubleshooting, and training.

        Sooners – Mobile Application Strategy & Design – Sell-side Closed 2011
          –   The company is a full service agency that delivers mobile strategy and product development
              services for mobile apps to Fortune 500 and startups. The founding team are passionate and
              acclaimed pioneers of iOS (iPhone, iPad, iPod touch) application development who have significant
              exposure in the mobile space. The company is able to leverage its proprietary technology
              frameworks to rapidly develop low-cost, high-quality solutions on the iOS mobile platforms. The
              company recently began offering services for Android.

        Fiji – SAP Consulting and Services – Sell-side Closed 2011
          –   Fiji is an SAP Consulting Firm and Services Partner with 7+ years of history successfully delivering
              a wide range of high-end consulting services and solutions to enterprise & Fortune 500 clients in
              the U.S. and around the world. The team is comprised primarily of senior-level consultants with
              an average of over 10 years of SAP planning, design, and implementation experience.

        North Caicos – Security Integration – Sell-side Closed 2011
          –   North Caicos is a network security integration firm that secures network infrastructures for large
              and medium companies. Founded in 1989, Company has provided network and internet security
              engineering and integration solutions to a wide range of industries, from healthcare and finance to
              manufacturing and transportation.




13
MergerTech Closed Transactions
        Panthers - Social Media Software – Sell-side Closed 2011
          –   Panthers is a developer of social media marketplace offerings, where users can connect through
              their trusted social circle, for services in the travel and leisure market.

        Daytona – Infrastructure Services – Buy-side Closed 2011
          –   Daytona is a large, privately held IT service and solution provider in their campaign to acquire a
              managed services provider. Potential targets should have revenue in excess of $1M and serve
              small to medium business clients in the United States.

        Hermes – Systems Integrator & Solutions Provider – Sell-side Closed 2011
          –   Hermes provides Technology Life Cycle Management services to many large companies. The
              company has added numerous service offerings and partnerships and delivers best-in-class
              integrated solutions in deployment and migration, business intelligence, and performance
              management, collaboration and many other offerings.

        Naples – Cisco Gold Solution Provider – Sell-side Closed 2010
          –   Naples is a Cisco Gold Partner that provides advanced infrastructure design, implementation and
              management solutions for complex IT environments, including large commercial, education, state
              and local government organizations.




14
MergerTech Closed Transactions
        Buckeye – Cisco Silver Solution Provider – Sell-side Closed 2010
          –   Buckeye is a highly recognized Cisco Silver (soon to be Gold) Partner in its region. The
              organization provides integrated network infrastructure and communication solutions, with deep
              expertise in delivering high performance unified communications, security, storage, virtualization,
              video and wireless/mobile solutions for key market sectors, including Education, Financial,
              Healthcare, Legal and Manufacturing.

        Tuscany – Managed Services Provider – Sell-side Closed 2010
          –   Tuscany is a Managed Services Provider (MSP), Cisco Premier and Microsoft Gold Partner that
              provides infrastructure design, project management, implementation, ongoing monitoring and
              managed services to mid-size commercial organizations.

        Pukarua – SAP Consultant – Sell-side Closed 2010
          –   Pukarua is a boutique consulting firm with core competencies in Global PeopleSoft (Oracle
              Partner), SAP and JD Edwards systems deployment. SAP channel partner and reseller with a
              Qualified SAP Business All-In-One solution in a specialty Micro-Vertical (Media - Advertising
              Agencies). With an off-shore development center and COE based out of Bangalore, India, its
              clients range from mid-market commercial accounts to state and local government entities.




15
MergerTech Sell-side Engagements
        Napa – Managed IT Services – Transaction Pending
          –   Napa is a provider of outsourced IT solutions and managed services to medium-sized businesses,
              manufacturing clients, and mobile workforces. Company delivers best in class IT support in a
              fixed-fee recurring revenue model from its offices in New England, the Northwest and California.

        Barcelona – Cloud Infrastructure
          –   Barcelona is a provider of solutions that enable enterprise and government clients to automate and
              manage their businesses through a private or public cloud. Specializes in data center and
              virtualization solutions.

        Venice – Advanced Cisco Data Center & Security Firm
          –   Venice is a growing Cisco Solutions firm with proven experience delivering data center, security,
              and networking infrastructure solutions to state and local government agencies, as well as the
              commercial and healthcare sectors.

        Volunteers – eLearning Software & Web Community
          –   The company provides online English lessons for students worldwide and services educational
              institutions with a student management software.

        Sonics – Online Retail Holding Company
          –   Sonics is an online e-commerce retail holdings company managing various websites. The Company
              has a core competency in promoting niche products to narrowly defined demographic groups from
              well-conceived and executed internet websites. Management’s ability to promote various specialty
              websites and products to a specific niche market has contributed to the tremendous growth and an
              efficient operating process.




16
MergerTech Sell-side Engagements                                                              - Cont’d

        Prague – Proximity Based Technologies
          –   The Company is a developer of proximity-based technologies and products, with a current focus on
              hospitals and clinics nationally. The Company’s senior management consists of talented and
              experienced executives, and its world-class engineering team is built around the top three
              designer/developers responsible for XM Radio’s technology. Company’s technology and
              applications are protected by 30+ patents in various stages of prosecution. The Company’s
              branded technology is a proximity-based detection, authentication, and automation technology,
              built on the concept of small electronic sensors capable of wirelessly detecting, validating, and
              communicating with personal digital devices.

        Phoenix – Software
          –   Automation and configuration software division. Product is listed on Cisco SKU list. Deployed as
              part of Cisco's virtual office and unified communications hardware deployments. Blue chip client
              list. 12 employees to come with the sale. ~50% EBITDA margins.

        Aspen – Software and Services
          –   Aspen is a high technology company, delivering superior solutions for the mid-range, iSeries,
              mainframe, and Windows computer systems. Aspen is a leading provider of Business Process
              Automation and Enterprise Information Management solutions, and its solutions are leaders in
              performance and functionality.

        Giants – Platform for Location-Based Services
          –   Giants is a platform for real-time location-based services that make it simple for enterprise
              partners, OEMs and mobile developers to include geo-location functionality in devices and apps.
              Giants provides a full, real-time toolkit for tracking, messaging, battery management, geo-fencing,
              storage and actionable analytics with proprietary API.




17
MergerTech Sell-side Engagements                                                              - Cont’d

        Windsor – Mobile Application Development Services
          –   Windsor is a trusted provider of custom mobile business solutions for market-leading companies.
              The company's results-focused methodology combines mobile strategy, design, and engineering to
              solve today's business challenges and enrich the human experience. With a demonstrated track
              record of success across industries, Windsor's mobile experts bring an informed approach to
              product development, marketing, and internal mobile initiatives.

        York – SAP Consulting Services
          –   York is an innovative SAP consulting and services firm with strong SAP relationships and numerous
              internally developed solutions and services, as well as strong Business Analytics and Data
              Warehousing capabilities. The company is also one of the first partners to work with SAP to provide
              Mobility and HANA RDS (Rapid Deployment System) solutions. In addition to providing SAP
              consulting and project management services, the company utilizes its global delivery model to
              provide AMS (Application Management Services) and cloud hosting services.




18
Transaction Team Profiles
     Nitin Khanna - Chief Executive Officer
     Prior to becoming CEO of MergerTech, Nitin was the founder, Chairman and CEO of Saber Corp., one of
     the largest providers of state government solutions in the country. Nitin started Saber in July 1998 and
     helped grow it a minimum of 50% each year.
     Saber’s growth was celebrated by an Inc. 500 award in both 2006 and 2007, the Deloitte Fast 500
     award, and the #1 spot on Oregon’s Fastest Growing Companies list in 2007. This dramatic growth led
     to a significant investment by Accel-KKR Private Equity in 2005 and to the eventual sale of the
     company for $460MM to EDS in December 2007. Nitin then assumed leadership of EDS’ government
     business operation that included Saber.
     Prior to Saber, Nitin held a number of positions in Consulting and Education at Oracle Corporation. He
     holds Master’s and Bachelor’s of Engineering degrees from Purdue University.




19
Transaction Team Profiles                                            Cont’d

     Karan Khanna - President
     Karan was most recently the founder, President and COO of Saber Corp. a Portland based national firm
     focused on providing technology solutions to government clients. Karan was the key driver to ensure
     successful implementations of Saber projects for clients; his primary responsibilities included Project
     Delivery, Operations, and Recruiting & Hiring.
     Saber’s success, based in large part on its on time and on budget delivery and enviable record of
     service and reputation, led to a significant investment in the company by Accel-KKR Private Equity in
     2005 with an eventual sale of the company for $460MM to EDS in December 2007. It was through this
     on-time and on budget delivery that Saber obtained a high degree of profitability and gained the
     reputation that allowed it to win over 80% of its bids.
     As President & COO, Karan managed over 1500 employees spread across the US and India and
     managed a budget of over $75MM. He worked with clients’ business leaders to create long term plans
     to improve efficiencies and reduce cost.
     Karan has a Bachelor of Commerce from SD College in India.




20
Transaction Team Profiles                                            Cont’d

     Patricia Wegner – Chief Operating Officer
     Patricia is responsible for overseeing the day-to-day operations and client services at MergerTech. She
     has worked in mergers and acquisitions focused in the technology sector for the last thirteen years. Pat
     has 28 years of experience in the IT industry, including software product development, marketing and
     operations for product distribution, and development and marketing of value-added services for
     national corporate resellers.
     Prior to launching MergerTech, Pat was VP and General Manager of Martin Wolf Strategies, a channel
     consulting practice of Martin Wolf Associates. She worked with IT sector companies including Microsoft,
     CDW Corporation, Altiris (now Symantec) and LANDesk/Avocent (now Emerson) to develop strategic
     partner relationships for indirect sales. Pat worked for fourteen years for ComputerLand Corporation in
     marketing and operations and its parent Merisel, Inc., where she was responsible for advertising,
     promotions, and value-added programs. Pat has a bachelor’s degree and an MBA from San Francisco
     State University.




21
Merger Tech Advisors Presentation July 2012

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Merger Tech Advisors Presentation July 2012

  • 2. Our Mission Converting Work Into Wealth MergerTech enables small and medium-sized technology companies to realize the value of their business by leveraging our deep domain expertise as the dominant investment bank in this space Values 1. Domain Expert 2. Candid 3. Results Oriented 4. High Energy 5. Responsive 2
  • 3. Why MergerTech  Expert Bankers – Each banker has 10+ years of experience  Buyer knowledge – Worldwide reach to more than 20,000 buyers LEADS TO  Fastest process  Greatest certainty of close  Best value 3
  • 4. Proven Leadership  Nitin Khanna, CEO – Founder, Chairman and CEO of Saber Corp. • Delivered technology solutions to governments worldwide • Sold for $460M to EDS – Executive at Oracle  Karan Khanna, President – President and COO of Saber Corp. • Drove project delivery with high profitability • Managed worldwide labor force  Martin Wolf, Chairman – Founder & President of Martin Wolf Securities • Closed over 100 technology M&A transactions – Entrepreneur and senior executive at ComputerLand – Senior executive at Merisel 4
  • 5. Guiding Sellers at Every Step  ManagingDirector personally guides business owners through the M&A process: 5
  • 6. Fast and Efficient Process Presentation Management Management Multiple LOI’s Management Winning LOI Due Diligence Done Meetings Set Meetings Done Received Meetings Round 2 Negotiated & Deal Closed MergerTech Approx 75% success rate First Draft of CIM & Blind Blind Profile NDAs CIM LOI’s Management Winning LOI Due Diligence CIM Profile Done Emailed Received Mailed Received Meetings Round 2 Negotiated & Deal Closed Other Banks Approx 50% success rate Day 15 Day 21 Day 40 Day 60 Day 75 Day 90 Day 120 Day 150 Day 180 Day 210 Day 270 6
  • 7. A Global, Focused Investment Bank  Worldwide reach and rapid execution  Only dealing with small and medium-sized technology and technology enabled companies 7
  • 8. Trusted Advisors for Technology M&A Unstructured Data Analytics “Waikiki” has been acquired by has been acquired by has been acquired by MergerTech acted as advisor to MergerTech acted as advisor to MergerTech acted as advisor to CrowdCompass in this transaction “Waikiki” in this transaction Confiance in this transaction June 2012 April 2012 March 2012 8
  • 9. Trusted Advisors for Technology M&A has been acquired by has been acquired by has been acquired by MergerTech acted as advisor to MergerTech acted as advisor to MergerTech acted as advisor to Sweetspot in this transaction PMB IT Solutions in this Small Society in this transaction transaction February 2012 February 2012 January 2012 9
  • 10. Trusted Advisors for Technology M&A has been acquired by has been acquired by has been acquired by MergerTech acted as advisor to MergerTech acted as advisor to MergerTech acted as advisor to Deyfisher Consulting in this NCC Networks in this transaction Second Porch in this transaction transaction October 2011 June 2011 May 2011 10
  • 12. MergerTech Recent Transactions  Cozumel – Mobile Applications for Events – Sell-side Closed 2012 – Cozumel is a software company with deep expertise in developing mobile applications for conferences, trade shows, and a variety of corporate and global events. The company currently develops apps on all application platforms including iOS, Android, and BlackBerry. Founded in 2009, the company has quickly become a dominant player in the mobile application development sector for conferences and events.  Waikiki – Business Intelligence / Syndicated Research Data – Sell-side Closed 2012 – Company is the developer of an algorithmic-driven software platform that unobtrusively gathers massive amounts of unstructured data and turns it into relevant and timely market and consumer sentiment business intelligence. The results are classified by industry, brands, products and features and delivered as syndicated data, facilitated by a growth partner in each vertical. Current verticals include healthcare, music, film entertainment, liquor, politics, automotive, airlines, games, Fitness, News Media, and consumer electronics.  Ducks – Healthcare Information Technology – Sell-side Closed 2012 – Health data company focused on improving the use of data in the treatment of diabetes. Company specializes in turning raw output from patient devices into powerful information for researchers, health care providers and patients. In clinics or from home Company performs all data extraction and analysis, relieving frustration with multiple interfaces, drivers and data formats.  Belize – Infrastructure and Data Center Management – Sell-side Closed 2012 – IT Solutions Provider with a focus on Unified Communications, Network Infrastructure, Information Security and Data Center Management. Company provides advanced consultative solutions which include pre-sales design, technology budget planning, technology assessments, project management, technology implementation, troubleshooting, and training. 12
  • 13. MergerTech Closed Transactions  Olympus – Cisco Solutions Provider – Sell-side Closed 2012 – IT Solutions Provider with a focus on Unified Communications, Network Infrastructure, Information Security and Data Center Management. Company provides advanced consultative solutions which include pre-sales design, technology budget planning, technology assessments, project management, technology implementation, troubleshooting, and training.  Sooners – Mobile Application Strategy & Design – Sell-side Closed 2011 – The company is a full service agency that delivers mobile strategy and product development services for mobile apps to Fortune 500 and startups. The founding team are passionate and acclaimed pioneers of iOS (iPhone, iPad, iPod touch) application development who have significant exposure in the mobile space. The company is able to leverage its proprietary technology frameworks to rapidly develop low-cost, high-quality solutions on the iOS mobile platforms. The company recently began offering services for Android.  Fiji – SAP Consulting and Services – Sell-side Closed 2011 – Fiji is an SAP Consulting Firm and Services Partner with 7+ years of history successfully delivering a wide range of high-end consulting services and solutions to enterprise & Fortune 500 clients in the U.S. and around the world. The team is comprised primarily of senior-level consultants with an average of over 10 years of SAP planning, design, and implementation experience.  North Caicos – Security Integration – Sell-side Closed 2011 – North Caicos is a network security integration firm that secures network infrastructures for large and medium companies. Founded in 1989, Company has provided network and internet security engineering and integration solutions to a wide range of industries, from healthcare and finance to manufacturing and transportation. 13
  • 14. MergerTech Closed Transactions  Panthers - Social Media Software – Sell-side Closed 2011 – Panthers is a developer of social media marketplace offerings, where users can connect through their trusted social circle, for services in the travel and leisure market.  Daytona – Infrastructure Services – Buy-side Closed 2011 – Daytona is a large, privately held IT service and solution provider in their campaign to acquire a managed services provider. Potential targets should have revenue in excess of $1M and serve small to medium business clients in the United States.  Hermes – Systems Integrator & Solutions Provider – Sell-side Closed 2011 – Hermes provides Technology Life Cycle Management services to many large companies. The company has added numerous service offerings and partnerships and delivers best-in-class integrated solutions in deployment and migration, business intelligence, and performance management, collaboration and many other offerings.  Naples – Cisco Gold Solution Provider – Sell-side Closed 2010 – Naples is a Cisco Gold Partner that provides advanced infrastructure design, implementation and management solutions for complex IT environments, including large commercial, education, state and local government organizations. 14
  • 15. MergerTech Closed Transactions  Buckeye – Cisco Silver Solution Provider – Sell-side Closed 2010 – Buckeye is a highly recognized Cisco Silver (soon to be Gold) Partner in its region. The organization provides integrated network infrastructure and communication solutions, with deep expertise in delivering high performance unified communications, security, storage, virtualization, video and wireless/mobile solutions for key market sectors, including Education, Financial, Healthcare, Legal and Manufacturing.  Tuscany – Managed Services Provider – Sell-side Closed 2010 – Tuscany is a Managed Services Provider (MSP), Cisco Premier and Microsoft Gold Partner that provides infrastructure design, project management, implementation, ongoing monitoring and managed services to mid-size commercial organizations.  Pukarua – SAP Consultant – Sell-side Closed 2010 – Pukarua is a boutique consulting firm with core competencies in Global PeopleSoft (Oracle Partner), SAP and JD Edwards systems deployment. SAP channel partner and reseller with a Qualified SAP Business All-In-One solution in a specialty Micro-Vertical (Media - Advertising Agencies). With an off-shore development center and COE based out of Bangalore, India, its clients range from mid-market commercial accounts to state and local government entities. 15
  • 16. MergerTech Sell-side Engagements  Napa – Managed IT Services – Transaction Pending – Napa is a provider of outsourced IT solutions and managed services to medium-sized businesses, manufacturing clients, and mobile workforces. Company delivers best in class IT support in a fixed-fee recurring revenue model from its offices in New England, the Northwest and California.  Barcelona – Cloud Infrastructure – Barcelona is a provider of solutions that enable enterprise and government clients to automate and manage their businesses through a private or public cloud. Specializes in data center and virtualization solutions.  Venice – Advanced Cisco Data Center & Security Firm – Venice is a growing Cisco Solutions firm with proven experience delivering data center, security, and networking infrastructure solutions to state and local government agencies, as well as the commercial and healthcare sectors.  Volunteers – eLearning Software & Web Community – The company provides online English lessons for students worldwide and services educational institutions with a student management software.  Sonics – Online Retail Holding Company – Sonics is an online e-commerce retail holdings company managing various websites. The Company has a core competency in promoting niche products to narrowly defined demographic groups from well-conceived and executed internet websites. Management’s ability to promote various specialty websites and products to a specific niche market has contributed to the tremendous growth and an efficient operating process. 16
  • 17. MergerTech Sell-side Engagements - Cont’d  Prague – Proximity Based Technologies – The Company is a developer of proximity-based technologies and products, with a current focus on hospitals and clinics nationally. The Company’s senior management consists of talented and experienced executives, and its world-class engineering team is built around the top three designer/developers responsible for XM Radio’s technology. Company’s technology and applications are protected by 30+ patents in various stages of prosecution. The Company’s branded technology is a proximity-based detection, authentication, and automation technology, built on the concept of small electronic sensors capable of wirelessly detecting, validating, and communicating with personal digital devices.  Phoenix – Software – Automation and configuration software division. Product is listed on Cisco SKU list. Deployed as part of Cisco's virtual office and unified communications hardware deployments. Blue chip client list. 12 employees to come with the sale. ~50% EBITDA margins.  Aspen – Software and Services – Aspen is a high technology company, delivering superior solutions for the mid-range, iSeries, mainframe, and Windows computer systems. Aspen is a leading provider of Business Process Automation and Enterprise Information Management solutions, and its solutions are leaders in performance and functionality.  Giants – Platform for Location-Based Services – Giants is a platform for real-time location-based services that make it simple for enterprise partners, OEMs and mobile developers to include geo-location functionality in devices and apps. Giants provides a full, real-time toolkit for tracking, messaging, battery management, geo-fencing, storage and actionable analytics with proprietary API. 17
  • 18. MergerTech Sell-side Engagements - Cont’d  Windsor – Mobile Application Development Services – Windsor is a trusted provider of custom mobile business solutions for market-leading companies. The company's results-focused methodology combines mobile strategy, design, and engineering to solve today's business challenges and enrich the human experience. With a demonstrated track record of success across industries, Windsor's mobile experts bring an informed approach to product development, marketing, and internal mobile initiatives.  York – SAP Consulting Services – York is an innovative SAP consulting and services firm with strong SAP relationships and numerous internally developed solutions and services, as well as strong Business Analytics and Data Warehousing capabilities. The company is also one of the first partners to work with SAP to provide Mobility and HANA RDS (Rapid Deployment System) solutions. In addition to providing SAP consulting and project management services, the company utilizes its global delivery model to provide AMS (Application Management Services) and cloud hosting services. 18
  • 19. Transaction Team Profiles Nitin Khanna - Chief Executive Officer Prior to becoming CEO of MergerTech, Nitin was the founder, Chairman and CEO of Saber Corp., one of the largest providers of state government solutions in the country. Nitin started Saber in July 1998 and helped grow it a minimum of 50% each year. Saber’s growth was celebrated by an Inc. 500 award in both 2006 and 2007, the Deloitte Fast 500 award, and the #1 spot on Oregon’s Fastest Growing Companies list in 2007. This dramatic growth led to a significant investment by Accel-KKR Private Equity in 2005 and to the eventual sale of the company for $460MM to EDS in December 2007. Nitin then assumed leadership of EDS’ government business operation that included Saber. Prior to Saber, Nitin held a number of positions in Consulting and Education at Oracle Corporation. He holds Master’s and Bachelor’s of Engineering degrees from Purdue University. 19
  • 20. Transaction Team Profiles Cont’d Karan Khanna - President Karan was most recently the founder, President and COO of Saber Corp. a Portland based national firm focused on providing technology solutions to government clients. Karan was the key driver to ensure successful implementations of Saber projects for clients; his primary responsibilities included Project Delivery, Operations, and Recruiting & Hiring. Saber’s success, based in large part on its on time and on budget delivery and enviable record of service and reputation, led to a significant investment in the company by Accel-KKR Private Equity in 2005 with an eventual sale of the company for $460MM to EDS in December 2007. It was through this on-time and on budget delivery that Saber obtained a high degree of profitability and gained the reputation that allowed it to win over 80% of its bids. As President & COO, Karan managed over 1500 employees spread across the US and India and managed a budget of over $75MM. He worked with clients’ business leaders to create long term plans to improve efficiencies and reduce cost. Karan has a Bachelor of Commerce from SD College in India. 20
  • 21. Transaction Team Profiles Cont’d Patricia Wegner – Chief Operating Officer Patricia is responsible for overseeing the day-to-day operations and client services at MergerTech. She has worked in mergers and acquisitions focused in the technology sector for the last thirteen years. Pat has 28 years of experience in the IT industry, including software product development, marketing and operations for product distribution, and development and marketing of value-added services for national corporate resellers. Prior to launching MergerTech, Pat was VP and General Manager of Martin Wolf Strategies, a channel consulting practice of Martin Wolf Associates. She worked with IT sector companies including Microsoft, CDW Corporation, Altiris (now Symantec) and LANDesk/Avocent (now Emerson) to develop strategic partner relationships for indirect sales. Pat worked for fourteen years for ComputerLand Corporation in marketing and operations and its parent Merisel, Inc., where she was responsible for advertising, promotions, and value-added programs. Pat has a bachelor’s degree and an MBA from San Francisco State University. 21