Analysis of recent transactions in System Software Industry detailing on Transaction Multiples (Revenue & EBITDA), Multiples Chart, Active Buyers & Transaction Data. A goldmine of resource for Entrepreneurs.

1. page A L P S V E N T U R E P A R T N E R S 1
APPLICATION!
SOFTWARE!
!
M & A TEARSHEET 2019
This report is intended solely for informational purposes and
is not intended to be and should not be used by any other
person or entity. No other person or entity is entitled to rely,
in any manner or for any purpose, on this report.

2. page A L P S V E N T U R E P A R T N E R S 2
Merger & Acquisition Summary – Application Software
Valuation Summary
Total Deal Value ($mm) 205,357
Average Deal Value ($mm) 230
Average TEV/Revenue 4.1x
Average TEV/EBITDA 19.7x
Average Day Prior Premium (%) 23%
Average Week Prior Premium (%) 25%
Average Month Prior Premium (%) 30%
*Source – CapitalIQ, AlpsVP Analysis
Date Range: Jan 1, 2013 – March 25, 2019
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Transaction Ranges
Greater than $1 billion 48
$500 - $999.9 mm 40
$100 - $499.9 mm 139
Less than $100 mm 665

3. page A L P S V E N T U R E P A R T N E R S 3
Transaction Multiples - Trend
*Source – CapitalIQ, AlpsVP Analysis
3.8x 3.7x 4.1x 4.6x 4.2x 3.9x
16.4x
21.0x
16.3x
26.0x
19.9x 19.8x
0.0x
5.0x
10.0x
15.0x
20.0x
25.0x
30.0x
2014 2015 2016 2017 2018 2019
Transaction Multiples
Average TEV/Revenue
Average TEV/EBITDA
Historical Multiples 2014 2015 2016 2017 2018 2019 5 Year
Average TEV/Revenue 3.8x 3.7x 4.1x 4.6x 4.2x 3.9x 4.1x
Average TEV/EBITDA 16.4x 21.0x 16.3x 26.0x 19.9x 19.8x 19.9x
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4. page A L P S V E N T U R E P A R T N E R S 4
Transaction Numbers - Trend
*Source – CapitalIQ, AlpsVP Analysis
29 28
21
29 25
7
148 147
114 109
131
16
-
20
40
60
80
100
120
140
160
2014 2015 2016 2017 2018 2019
Number of Transactions
> $1 billion
$500 - $999.9mm
$100 - $499.9mm
Less than $100mm
(in $ Million) 2014 2015 2016 2017 2018 2019 5 Year
Average Deal Value 159.3 266.0 263.1 247.1 209.9 321.3 229.1
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5. page A L P S V E N T U R E P A R T N E R S 54
Geographic Heat Map
*Source – CapitalIQ, AlpsVP Analysis; Number of transactions in Major Regions
Asia Pacific – 7.3% Americas –
79.0%
Europe/MENA/Africa – 13.6%
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Region / Transactions Number Total Value Average Size
Asia Pacific 281 $15,049.6 $53.6
Europe/MENA/Africa 305 $28,005.9 $91.8
Americas 306 $162,301.8 $530.4

6. page A L P S V E N T U R E P A R T N E R S 6
Investment Focus
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Geographic
Location
Number of
Transactions
Average Historical
Multiples
Average Transaction
Size (USD mn)
United States 262 4.4x $613.0
United Kingdom 110 3.3x $88.2
China 105 5.6x $83.6
Japan 42 2.9x $31.1
France 40 2.8x $74.2
Australia 33 3.8x $67.1
South Korea 32 6.2x $10.5
Germany 32 2.3x $73.4
Canada 29 3.7x $28.2
Sweden 20 5.9x $67.8
India 17 3.5x $16.5
Israel 16 2.8x $77.1
Norway 14 2.5x $79.9
Netherlands 13 3.0x $253.8
Italy 13 1.9x $55.9
Others 114 3.9x $72.4
*Source – Data based on transactions during Jan 01, 2013 and March 25, 2019 from CapitalIQ, AlpsVP Analysis

7. page A L P S V E N T U R E P A R T N E R S 7
Largest Transactions
Target Deal Value ($mm)
FIS Data Systems Inc. $10,448.9
Hewlett Packard Enterprise Company $8,315.9
MuleSoft, Inc. $6,811.6
Solera Holdings Inc. $6,752.0
Informatica LLC $5,848.9
Mentor Graphics Corporation $4,820.7
Dealertrack Technologies, Inc. $4,552.0
TIBCO Software Inc. $4,424.3
Riverbed Technology, Inc. $4,089.4
AppDynamics LLC $4,032.8
*Source – CapitalIQ, AlpsVP Analysis
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8. page A L P S V E N T U R E P A R T N E R S 8
IND UST RY INSIG HT S

9. page A L P S V E N T U R E P A R T N E R S 9
Industry Outlook (1/2)
[1] Source: Software Publishing in US published by IBISWorld, Jan 2019
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Software Publishing in US1
The Software Publishing industry, which comprises companies that design, develop and publish software, grew over the
five years to 2019 as businesses and consumers increased their investments in software, computers and video games.
Strengthening corporate profit levels stimulated demand from businesses, while rising disposable incomes encouraged
consumers to spend on software as well. The rise of internet- based solutions and the increasing popularity of mobile
devices have triggered an explosion of mobile software applications. Over the five years to 2019, industry revenue is
expected to rise at an annualized rate of 5.3%, including a 3.6% increase in 2019, to $273.6 billion.
Software publishers remain highly profitable despite the
prevalence of software piracy, ongoing litigation and an
expensive workforce. Over the past five years, publishers
have focused on strategic acquisitions and product
development, with large software publishers regularly
acquiring smaller operators with specialties in high-growth
niche markets. Additionally, industry operators have
increasingly switched to a software-as-a-service (SaaS)
model to stabilize cash flows. Many larger companies
have already made or started the transition process to a
SaaS model. This model makes it more affordable to buy
software products, enticing smaller and cash-strapped
companies to make purchases, while also enabling easy
scalability and frequent software updates.
44.8%
26.4%
5.6%
3.7%
1.7%
17.8%
Application software publishing
System Software Publishing
Technology consulting and training
Re-sale of computer hardware and software
Custom application design and development

10. page A L P S V E N T U R E P A R T N E R S 10
Industry Outlook (2/2)
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Software Publishing in US1
Over the five years to 2024, the growing prevalence of software in day-to-day activities and the rise of predictive
analytics and artificial intelligence will benefit the industry. Technological advancements are expected to expand
software publishers’ product offerings and potential markets. Connected cars, logistics, sensors and monitors, as well as
smart appliances, are expected to continue integrating with the everyday activities of US consumers and businesses.
Mobile computing devices are providing new platforms on which operators can compete. The rapid move toward cloud
computing is opening a wider array of software possibilities for mobile phones and tablets that are no longer hampered
by low storage capacities. Additionally, demand for security software to protect data is expected to rise, especially after
high-profile cybercrimes gripped the nation in recent years. As a result of these new downstream markets, revenue is
expected to rise at an annualized rate of 2.4% to $307.9 billion over the five years to 2024.
213.7 227.8 246.6 264.0 273.6 282.5 289.0 295.6 301.7 307.9
1.2%
6.6%
8.3%
7.1%
3.6%
3.3%
2.3% 2.3% 2.1% 2.1%
0.0%
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
7.0%
8.0%
9.0%
0
50
100
150
200
250
300
350
2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
SoftwarePublishinginUSRevenue($B)
Market Size ($B) Growth (%age)
[1] Source: Software Publishing in US published by IBISWorld, Jan 2019

11. page A L P S V E N T U R E P A R T N E R S 11
Alps Venture Partners has established
a team of experts that have experience
in valuing businesses across diverse
industry sectors and all developmental
stages; ranging from clients with seed
funding to pre-IPO stage.
With the team having experience of
both valuations and audits, our detailed
and insightful valuation appraisal
reports, along with our responsive
support, help our clients easily pass
through any stringent audit review
process in a smooth, efficient and
time-bound manner.

12. page A L P S V E N T U R E P A R T N E R S 12
Corporate Finance Services
We provide clients with high quality
research, analytical and advisory
support for transactions. We offer a
range of services such as initial
opportunity assessment, market
analysis, financial modeling,
commercial and financial due
diligence, valuation, capital structure
planning, and deal structuring.
v Investment Opportunity
Assessment
v Target Identification
v Preparation of Pitch Books
v Buyer & Seller Services
v Fairness Opinions
v Financial Modeling
v Business and Financial Due
Diligence etc.
Transaction advisory Financial Modeling
Whether it is evaluating new
business ventures, proposed
transactions or financial and
operational strategies, a robust and
dynamic financial model is an
integral component to the decision-
making process.
Transaction Identification
We can help by global target
identification considering the
requirements with maximum
synergy.
The financial due diligence process
is a necessity to any transaction. Our
aim is to enable owners and
managers to make such investments
with confidence by supporting and
advising at every stage. We will help
reduce the risk – and stress – of
investing at home or in another
country.
Due Diligence
Custom Research
We provide clients with customized
research report, model, decks with
client specific requirements such as:
v Business plan development,
v Diagnostic review of operations
v Competitor benchmark analysis
v Intellectual Property
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13. page A L P S V E N T U R E P A R T N E R S 13
Financial Reporting and Tax Compliance Services
IRC 409a
We have experience of handling
more than 2000+ 409a valuations
across Industries. With the team
having experience of both valuations
and audits, our detailed and
insightful Section 409A appraisal
reports, along with our responsive
support, help our clients easily pass
through any stringent audit review
process in a smooth, efficient and
time-bound manner.
Fair Value Measurement
We help PE and VC clients to
comply with ASC 820 and IFRS 13
standard’s complex provisions and
avoid any audit issues in their
quarterly and annual reporting.
Relative TSR Programs
We value the awards with Relative
TSR metrics, using sophisticated
modeling techniques which allow
clients to quickly and accurately
value new grants.
Our business valuation experienced
team along with the team of veteran
Patent lawyers position us uniquely
to assist clients in completing annual
Goodwill and Investment
Impairment testing.
ASC 350 / IAS 38
ASC 718 (FAS 123R)/IFRS 2
Our experienced team at Alps
Venture Partners has performed
hundreds of stock options valuations
for ASC 718 for privately held
companies and publicly listed
companies across diverse industry
sectors and enterprise development
stages.
ASC 805 / IFRS 3
We have unmatched proficiency in
delivering Business Combinations
Accounting solutions to clients in
v a r i e d i n d u s t r i e s . O u r
comprehensive USPAP compliant
appraisal reports are auditable and
cost-effective, and help our clients
stay focused on the deal.
IRC 83 B Election
Alps Venture Partners has extensive
experience in assisting companies
seeking to comply with IRC 83 B
election. Failing to make a timely
83(b) election may lead to disastrous
tax consequences for a start-up
company founder or employee.
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14. page A L P S V E N T U R E P A R T N E R S 14
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