Tech-Enabled Services Headline Transactions

Enterprise Value / LTM Revenue Enterprise Value / LTM EBITDA

LTM Gross & EBITDA Margins

11.0x 10.9x

6.2x

10.1x

15.6x 14.6x

8.5x

0.0

2.0x

4.0x

6.0x

8.0x

10.0x

12.0x

14.0x

16.0x

18.0x

ITS Offshore ITS ManagedServices

IT Staffing TransactionProcessing

Info Services VAR

28.5% 30.9%

53.3%

18.8%

42.8%

60.1%

13.1% 10.0% 14.7%

34.2%

3.2%

26.7% 26.6%

3.9% 0%

10%

20%

30%

40%

50%

60%

70%

0%

10%

20%

30%

40%

50%

60%

70%

ITS Offshore ITS ManagedServices

IT Staffing TransactionProcessing

Info Services VAR

Note: EBITDA Margins in red

Target Acquirer Acquisition Synopsis

IT Staffing

•

•

Florida-based private equity firm AE Industrial Partners signed a definitive agreement to acquire Pennsylvania-based CDI Corporation (NYSE: CDI) for an enterprise value of ~$172mmCDI Corporation provides engineering, information technology and staffing solutions to clients in multiple industries, including those in the industrial sector -- aligning with AE's area of expertise

IT Services

•

•

Boston-based WestView Capital Partners acquired a minority stake in New York-based Abacus Group, a provider of managed IT solutions and infrastructure for clients in the financial services sectorAbacus, which added 51 new clients in the first half of 2017, will utilize the capital to execute on its long-term growth plan

Managed Services

•

••

UK-based private equity firm BC Partners signed a definitive agreement to acquire Germany-based PlusServer, a provider of managed hosting services, for an enterprise value of ~$450mmPlus Server operated as a subsidiary of Host Europe, which is a subsidiary of GoDaddy (NYSE: GDDY)BC Partners plans to utilize PlusServer as a platform to consolidate the fragmented managed hosting market in Germany

IT Services

•

•

Virginia-based DXC Technology (NYSE: DXC) acquired Florida-based Tribridge, one of the largest independent integrators of Microsoft Dynamics 365; the acquisition is DXC's first since it was formed in April 2017 through the merger between CSC and HP's Enterprise Services businessTribridge will be integrated into DXC's existing Microsoft Dynamics system integration business, UXC Eclipse

IT Services•

•

Florida-based private equity firm H.I.G. Capital acquired Virginia-based NCI (NSDQ: NCIT), a provider of IT services predominately serving government clients, for an enterprise value of ~$285mmThe acquisition comes nearly two years after NCI first disclosed it would examine strategic alternatives

1. Headline Transactions

1.1x

1.6x

2.0x

0.3x

3.1x 2.9x

0.3x

0.0

0.5x

1.0x

1.5x

2.0x

2.5x

3.0x

3.5x

ITS Offshore ITS ManagedServices

IT Staffing TransactionProcessing

Info Services VAR

2.5%

9.1% 5.9%

(5.0%)

17.8%

7.4% 9.8%

(10%)

(5%)

0%

5%

10%

15%

20%

25%

30%

35%

ITS Offshore ITS ManagedServices

IT Staffing TransactionProcessing

Info Services VAR

Tech-Enabled Services MonthlyAugust 2017

LTM Revenue Growth

Selected TM Capital Tech-Enabled Services Experience TM Capital’s Tech-Enabled Services Contacts

Bradford A. Adams Managing Director

617-259-2203 badams@tmcapital.com

Jarrad S. Zalkin Managing Director

617-259-2207 jzalkin@tmcapital.com

Annc. Date Sector Acquirer Target Target DescriptionEnterprise

Value Comments7/20/2017 IT Services Park Place

TechnologiesPerformance Data Delaware-based Performance Data provides

IT hardware maintenance and systems integration services, serving global clients in the Middle East and Asia

NA Backed by GTCR, the acquisition is Ohio-based ParkPlace Technologies' fourth in the past year and willallow the Company to expand its existing data centerservices and support throughout Asia and beyond

7/18/2017 IT Services Subsystem Technologies

KMS Solutions Virginia-based KMS Solutions providessystems engineering and technical assistance(SETA), policy analysis, and workforcedevelopment training for the Department ofDefense and the U.S. intelligence community

NA The acquisition will expand Virginia-based SubsystemTechnologies' solutions offering; the two companiesare both focused exclusively on serving federalgovernment clients

7/12/2017 IT Services Accenture (NYSE: ACN)

Clearhead Group Texas-based Clearhead provides digitaloptimization services to help brandspersonalize and improve digital productsthrough data analysis

NA Clearhead's team of 70+ employees will join AccentureInteractive; the acquisition bolsters the Company'ssuite of digital customer transformation services fromcreative to technology, spanning experience design,marketing, content and commerce

7/10/2017 IT Services Adjacent Solutions DBA Knowledge ("DBAK")

Colorado-based DBA Knowledge is a full-service Oracle consulting firm with asubstantial Oracle licensing and advisoryoffering, as well as a database consultingpractice

NA Through the acquisition, the customers of both DBAKand Texas-based Adjacent Solutions will have accessto additional specialized Oracle services andresources; Adjacent Solutions will also benefit fromDBAK’s Oracle license resell and advisory capabilities

7/7/2017 IT Services Mastech Digital (AMEX: MHH)

InfoTrellis Toronto-based InfoTrellis providesinformation management consulting andtechnology services for master datamanagement, data integration and big data

$55.0 The acquisition strengthens Pennsylvania-basedMastech Digital’s consulting and project-baseddelivery solutions around digital transformation; thego-to-market brand for the target's data-focusedoffering will be Mastech InfoTrellis

3. TES Transactions

Select Tech-Enabled Services Transactions Announced in July 2017

www.tmcapital.com /technology

New York641 Lexington Avenue30th FloorNew York, NY 10022Tel: 212.809.1360

Boston201 Washington Street32nd FloorBoston, MA 02145Tel: 617.259.2200

Atlanta1230 Peachtree Street NESuite 550Atlanta, GA 30309 Tel: 404.995.6230

TEV / EBITDA Multiples Over Time15.6x

14.6x

11.0x

6.2x

10.9x

8.5x

10.1x

3.0x

5.0x

7.0x

9.0x

11.0x

13.0x

15.0x

17.0x

Q2 2014 Q3 2014 Q4 2014 Q1 2015 Q2 2015 Q3 2015 Q4 2015 Q1 2016 Q2 2016 Q3 2016 Q3 2016 Q4 2016 Q1 2017 Q2 2017

TEV

/ EBI

TDA

Transaction Processing Info Services ITS IT Staffing Offshore ITS VAR Managed Services

Notes: USD in millions Source: Capital IQ, Company SEC Filings, industry research and TM Capital estimates