Human Capital Management Q2 2021 Overview - Houlihan Lokey

Transcription

Human Capital ManagementQ2 2021 OverviewH O U L I H AN L O K E Y T E C H N O L O G Y, M E D I A & T E L E C O M G R O U P

Table of ContentsPage1. Human Capital Management Market Overview32. Houlihan Lokey Firm Overview152

Page1. Human Capital Management Market Overview32. Houlihan Lokey Firm Overview15

Current Market Conditions for SaaS and Human CapitalManagement (HCM)SaaSand HCMComps—Q2 2021Update(1)The Appetitefor DeployingCapitalContinuesRobust DealDynamics in aPost-RecoveryEnvironmentBroad SaaS and HCM markets have benefited from recent market tailwinds, with median multiples up from 2020 and YoY SaaS trading multiples continued to increase over thequarter Median SaaS was 12.8x revenue at the end of Q2 2021 Median SaaS was 11.9x revenue at the end of 2020 HCM trading has also enjoyed an increase during themacro market uncertainty Median HCM was 5.9x revenue at the end of Q2 2021 Median HCM was 5.4x revenue at the end of 2020Large strategics and financial sponsors continue to actively look for acquisition and investment opportunities Private equity funds have record levels of dry powder, withtotal assets under management expected to reach 5.8 trillionby 2025 Many private equity firms have recently closed large fundswith active mandates and timelines to invest Billions of dollars in cash are on public company balance sheets Both strategic buyers and investors continue to be aggressiveon timeline and valuation for high-quality assets Many private equity firms are actively looking for newinvestment opportunities and pursuing aggressive roll-upstrategies for their portfolio companies The number of special purpose acquisition companies(SPACs) also continues to grow, with June 2021 YTDissuances already exceeding 2020 proceeds and 109.9billion raised in 358 IPOs As the market continues to deliver outsized outcomes,executives are eager to launch new processes and takeadvantage of the robust deal market dynamics Global IPOs were robust in Q2, hitting volumes and dollarsraised not seen for decades In H1 2021, venture investment hit all-time highs andventure and PE investment has already surpassed the fullyear 2020With the high volume of deal flow, investors are increasingly needing to be selective about the deals they consider Investors have seen increased deal volume, and they expectthese levels to continue through 2021 With large deal pipelines, investors are narrowing their focusto opportunities where they have strong conviction and areaswhere they have competitive angles/differentiation Competitive market dynamics are encouraging buyers andinvestors to move quickly and aggressively on high-qualityassets Deal processes will look to remain flexible as buyers/investorslook to be aggressive in processes, run diligence processesremotely, and adjust to evolving macro climatesSources: 451 Research, Deloitte, ICR, S&P Capital IQ, SPACInsider, Crunchbase.(1) Public equities trading multiples and growth based on 2021E figures. Data from S&P Capital IQ as of June 30, 2021. Companies with high revenue visibility, strong uniteconomics, differentiated competitive positioning, anddemonstrated financial model discipline are poised to enjoythese competitive market conditions Investors are aware of the behavioral shifts and changingmarket dynamics created by COVID-19, with many of theseshifts resulting in a more dynamic workforce. Investorsunderstand the increasing need for HCM software that canhelp manage these new circumstances, driving continuedenthusiasm for investing in HCM assets4

Macro Market SnapshotEV/NTM Revenue by Index16.0xSaaSShare Price Weighted by Market CapHCMS&P 50050.0%NASDAQ14.0x13.0x12.0x10.0x8.0xSaaSHCMS&P .0%4.3x4.1x3.0x4.0x2.0x0.0x0.0%(10.0%)Valuation Remains Closely Tied to Revenue Growth(1)Rule of 40: Premium on Growth x5.3x 20% 20% 20%HCM Q2 2020(2)11.9x8.9x13.2x(2)HCM Q2 2021 20%18.8xSaaS Q2 2020(3) 20%10.9x6.6x6.4x 20%(3)SaaS Q2 2021Source: S&P Capital IQ. Data as of June 30, 2021.(1) Ranges shown indicate median through top-quartile EV/2021E revenue.(2) HCM Index comprises companies shown on company benchmarking charts in the following pages.(3) SaaS Index comprises an aggregate sample set of SaaS companies. 40%HCM Q2 2020(2) 40%18.7x7.2x5.6x3.8x 40%15.4x13.7x10.3x7.0x3.9x 20%14.2x12.2x5.9x5.1x 20%20.5x24.9xEV/2021E RevenueEV/2021E Revenue24.9x 40%(2)HCM Q2 2021 40% 40%SaaS Q2 2020(3) 40% 40%SaaS Q2 2021(3)5

eeEngagementLearningCore HRPerformanceandSuccessionCompensationand BenefitsContingentLaborWorkforceManagementTalent AcquisitionHRISPayrollOnboardingHiring ingSourcingRepresentative HCM LandscapeTalent Management6

Large and Growing Market With Massive TAMThe HCM market is forecasted to grow at nearly 10% annually until 2024, driven in large part by the growth in overall enterprise SaaSand cloud software and the consistent need for operational efficiency in the evolving HCM rolesHCM GrowthSaaS and Cloud Services Forecast in Billions in BillionsCloud Services 570.0SaaS 494.2 16.7 18.3 20.1 22.0 24.2 26.5 340.4 258.4 109.5201920202021202220232024Estimated 26.5 billion in total revenue by 2024, driven by: Enterprises embracing HCM technology for workforcemanagement as platforms become better at tracking employees,monitoring productivity, and ensuring their well-being Emergence of artificial intelligence in automating HR processes,intelligently recommending candidates, and streamlining therecruiting process 219.5 423.8 281.7 193.3 167.1 137.8 116.9 148.9 164.820192020 202.62021 256.72022 300.92023 350.42024Overall enterprise software growth has been driven by theproliferation of SaaS and hybrid cloud models in the last decade Organizations are seeking simpler, more flexible and economicways to move and manage workloads across environments Cloud deployments have become a proven success,prompting many organizations to begin shifting theirapplications to the cloud Talent management and employee engagement platformsevolving to meet changing COVID-19 climate dynamics and thecontinuing growth of gig economy laborSources: Statista, Gartner.7

Historical HCM M&A SummaryHCM M&A Transaction Summary (2016 – June 2021 YTD)Aggregate Enterprise Value ( M)Deal Volume83 15,00090 14,00080 13,000 12,00070 11,00049 10,000 9,0003737 8,000 7,000 5,000502921 6,000604030 4,00020 3,000 2,000 1,000 41,928 4,614 2,914 16,274 10,883 6,77520162017201820192020202110 00HCM M&A Transaction by Subsector (2016 – June 2021 YTD)60Deal VolumeAverage EV/RevenueAverage x4.9x7.6x00.0xWorkforceManagementNo. of DealsAggregate EV( M)10.0xLearningCompensationand formanceandSuccessionHiring 81227114182131918 16,632 8,832 4,240 5,699 33 73 832 205 517 0 767 0 3,773 6,648 28,305Sources: S&P Capital IQ, 451 Research, and Kognetics as of June 30, 2021.Notes: Includes transactions with undisclosed financial terms. Transactions may fall into more than one indicator.NA or data not included if data isn’t publicly available or EV/revenue or EV/EBITDA is greater than 50x.8

Historical M&A: Select Strategic TransactionsHCM M&A Transaction by Subsector (2016 – June 2021 YTD)AggregateEV ( M)DealVolumeSourcingRecruitment AssessmentsMarketingApplicantTrackingHiring Tools LaborComp 88 517 28,305 3,773 33 205 0 5,699 6,648 16,632 0 4,240 832 8,832 767 ayIndeedMonsterCEBSageRecruitEquifaxVisma ASRoperShiftHubIQ rstoneOnDemandXingJohn one PointCulture AmpPeopleAdminYouEarnedItMedix StaffingWayUpPIXIDPSIShakerShakerADPAccess GroupAscentisWorkJamMedical MutualPowerSchoolIntertekLinkedInWorkforce LogiqBullhornBullhornCapp & CoEnteloVismaUltimatePaycorSecurian FinancialLearningTech.ATSHealthcareServicesPay AsiaiCIMSPSIBullhorniSolvedAccess odern pCollegisEducationMitratechSpi tSocial lineSources: S&P Capital IQ, 451 Research, and Kognetics as of June 30, 2021.Notes: Includes transactions with undisclosed financial terms. Transactions may fall into more than one indicator.NA or data not included if data is not publicly available or EV/revenue or EV/EBITDA is greater than 50x.HelmesWorkday9

Select Sponsor ActivityHCM Transaction by Subsector (2016 – June 2021 YTD)AggregateEV ( M)DealVolumeSourcingRecruitment AssessmentsMarketingApplicantTrackingHiring Tools LaborComp 88 517 28,305 3,773 33 205 0 5,699 6,648 16,632 0 4,240 832 8,832 767 ectrumPrimusICONIQFive miraFounders gsRiversideTurn/RiverBain/ScaleT. Rowe on ParkSilver ho/InvusRiverwoodJMIBatteryApaxBC oy /UmbraAccelTiger Union ochFrontierHealth VelocityWCASInsightDCMProvidenceConnectTA AssociatesOberndorfVistaAccessTwo SigmaNew ionSources: S&P Capital IQ, 451 Research, and Kognetics as of June 30, 2021.Notes: Includes transactions with undisclosed financial terms. Transactions may fall into more than one indicator.NA or data not included if data is not publicly available or EV/revenue or EV/EBITDA is greater than 50x.10

HCM Actively Drawing Growth EquityInterest continues to be high from growth equity investors in the HCM market, with larger checks being put to work in more mature companiesHCM Growth Equity Summary (2016 – June 2021 YTD)Average Raise ( M) 80.0Select Recent Growth Equity TransactionsSubsector M06/2021Hiring Tools 5706/2021Recruitment Marketing 13806/2021Hiring Tools 22006/2021Performance andSuccession 5506/2021Learning 2506/2021Learning 15006/2021Sourcing 9706/2021Workforce Management06/2021Compensation andBenefits 1606/2021Sourcing 5006/2021Workforce Management 3505/2021Employee Engagement 3705/2021Employee Engagement 5005/2021Workforce Management 30005/2021Learning 18305/2021Compensation andBenefits 28005/2021Employee Engagement 2105/2021Sourcing 8005/2021Workforce Management 7505/2021Employee Engagement 4705/2021Workforce Management 136DateDeal Volume95100TargetLead Investor(s)90 70.058 60.0 50.067578070603927 40.05040 30.030 20.020 10.0 9.7 33.7 37.8 56.8 34.2 74.9 0.0100201620172018201920202021HCM Growth Equity Volume (2016 – June 2021 YTD)Series D9%Series E4%Series C14%Seed26%Series B23%Sources: S&P Capital IQ and 451 Research as of June 30, 2021.Note: NA indicates not publicly available.Series A24% 12511

HCM Precedent M&A TransactionsEnterprise Value and Relevant Multiples ( M)20162017 26,188 116201720182018 3,300 1,200 1,30020192019201420142015 135 400 1,000 152 378 10,867 575Talent Acquisition20192020Core HR20122012201420152017 1,900 1,300 200 1,500 169HCM SuiteTalent Management201920202020 1,149 1,395 3,34120212021 50 50032.5x28.0x23.4x18.5xMedian EV/EBITDA Multiple16.9xMedian14.0xEV/Rev 2.3x2.4x2.4x2.4x(1)(1)Sources: S&P Capital IQ, Wall Street research.Note: Additional M&A transactions included in the appendix.(1) Refers to Houlihan Lokey transaction.(1)12

Comparable Public Company BenchmarkingEV/2021E Revenue MultipleCore HRTalent AcquisitionTalent ManagementHCM Suite28.9x20.5x15.1x 14.8x14.8x9.8x17.7x12.5x 11.6xMedian x2.4x5.2x6.4x2.4x2020–2021E Revenue GrowthCore HRTalent AcquisitionTalent ManagementHCM Suite62.7%54.0%42.4%37.1%30.6%Median 15.9%1.2%NA(1.5%)34.3%25.0%21.0% 19.0% %)(3.9%)(14.6%)Source: S&P Capital IQ—Trading data as of June 30, 2021.13

Comparable Public Company Benchmarking (cont.)EV/2021E EBITDA MultipleCore HRTalent AcquisitionTalent ManagementHCM Suite45.1x30.9x35.0xMedian 28.5x28.5x22.0x x13.2x 13.1x 13.2x9.5xNMNM2021E EBITDA MarginHCM SuiteCore HRTalent AcquisitionTalent Management48.9%42.3%34.3%39.4%39.6%35.7%33.7% 33.7%25.7% 25.6% 8.5%Median 9.8%4.5%3.9%Source: S&P Capital IQ—Trading data as of June 30, 2021.NANM14

Page1. Human Capital Management Market Overview32. Houlihan Lokey Firm Overview15

Houlihan Lokey is the trusted advisor to more top decisionmakers than any other independent global investment bank.Corporate FinanceFinancial Restructuring20202020 ionsUnder 1 BillionAll U.S.TransactionsFinancial and Valuation Advisory2020 Global Distressed Debt & BankruptcyRestructuring yHoulihan2102062GoldmanSachsPiperSandler& Co& Co3AdvisorDeals1Houlihan Lokey956632JP Morgan876Lazard503Duff & Phelps8024Rothschild & Co464Morgan Stanley5995Moelis & Co395BofA Securities Inc542AdvisorDeals1Houlihan Lokey1061721102PJT Partners IncJP MorganGoldmanSachs & n StanleyEvercorePartners12393Source: uters)Source:knownas asThomsonReuters)No. 1 U.S. M&A AdvisorTop 5 Global M&A AdvisorLeading Capital Markets Advisor2001 to 2020 Global M&A FairnessAdvisory RankingsSource: Refinitiv (formerly known as Thomson Reuters)Refinitiv (formerly known as Thomson Reuters). Announcedor completed transactions.No. 1 Global Investment BankingRestructuring AdvisorNo. 1 Global M&A Fairness OpinionAdvisor Over the Past 20 Years1,400 Transactions CompletedValued at More Than 3.0 TrillionCollectively1,000 Annual ValuationEngagements16

Leading M&A Advisory Firm With Global Reach Consistently ranked No. 1 M&Aadvisor for U.S. transactions under 1.5 billion for the past severalyearsNorth AmericaEurope and Middle Sydney More than 1,500 employees in 23total locations worldwideBostonMinneapolisDubaiMilanHong KongTokyoChicagoNew YorkFrankfurtParisSingapore One unified team with a sharedbonus pool that incentivizesbankers for global coordinationDallasSan FranciscoLondonHouston Global reach and local countrypresence required to accesscross-border buyers and extractoutlier valuationsLos AngelesWashington,D.C.U.S. M&A Transaction Leader1,500 EmployeesPublicly Traded 25% Owned by Employees 5 Billion Market Cap 1.3 Billion of RevenueNo DebtLeader in U.S. M&A Transactions Under 1 BillionHoulihan Lokey executed more transactions under 1.5 billion over the past fiveyears than any other firm2020 M&A Advisory RankingsU.S. Transactions Under 1 BillionNumber of Deals9355264874774372019 M&A Advisory RankingsU.S. Transactions Under 1 BillionAdvisorDeals1Houlihan Lokey2062Piper Sandler & Co345Adv isorDeals1Houlihan Lokey1781102Raymond James Financial Inc102Goldman Sachs & Co1063Goldman Sachs & Co96Jefferies LLC1043Jefferies LLC96Evercore Partners935Piper Jaffray Cos94Source: Refinitiv (formerly known as Thomson Reuters)Source: Refinitiv (formerly known as Thomson Reuters)17

Leading Financial Sponsors CoverageHoulihan Lokey has the largest Financial Sponsors Group focused on mid- and large-cap fundsBroadest andDeepest FinancialSponsor Group Houlihan Lokey has approximately 20 seniorofficers dedicated to the sponsor communityin North America and Europe Coverage of 1,000 private equity firms,250 hedge funds/alternative assetmanagers, and 150 family offices Organized geographically to ensure clientcoverage proximityHigh-QualityRelationships Worked on more than 1,000 sponsor-relatedengagements in 2020 alone Sold more than 450 companies to financialsponsors over the last five years Provide financial sponsors access tosuccessful solutions—with coverage officersfacilitating two-way information flow betweenthe sponsors and Houlihan LokeyRecent SponsorClientsUnparalleled Dataon BuyerBehaviorStrong Network of Senior Sponsor Coverage OfficersLosAngelesKevin StephensManaging DirectorLondonMark GoldmanManaging DirectorHead of Alternative CapitalNew York Knowledge of and database on financialsponsor preferences and behavior throughour relationships and deal flow Collect and analyze comprehensive data onindustry, size, and general market trendsJohn MavredakisSenior Managing DirectorWash.,D.C.Johnny ColvilleManaging DirectorAnn SharkeyManaging DirectorLeon GillespieManaging DirectorAlex LebenthalSenior AdvisorKevin SalminiManaging DirectorHead of Private EquityJustin AbelowManaging DirectorMichael RepkaManaging DirectorFrankfurtChristian KellerManaging DirectorPatrick CollinsManaging DirectorRachel SchallerDirectorMilanAndrea MainettiManaging DirectorThomas DippelManaging DirectorGeorge MavredakisVice PresidentChicagoJeff SternManaging DirectorSan FranciscoAndrew MorrowManaging DirectorDavid RobertsManaging Director18

Leading Technology, Media, and Telecom (TMT) Advisory TeamMarket Leader in TMT With Broad Sector Coverage133 Houlihan Lokey has executed more TMT transactions under 5.0 billion over the past three years than any other firm123110110108 Our market dominance in transaction success maintainsconstant touchpoints with key decision-makers for both strategiccounterparties and private equity sponsors, ensuring the mostrecent and relevant buyer insights for our clientsExpertise nology/Media ServicesMarketingAutomation Public CloudPrivate CloudHybrid CloudData CentersCo-Location On-Demand Services Creative Participation CRMCustomer EngagementMarketing AutomationAd TechConsumer Internet Music TechServices Food TechData Analytics/Intelligence Data Infrastructure Enterprise Analytics Data Sources andAPIs Data ResourcesExpertise andCapabilitiesKey RelationshipsOut-of-HomeEntertainment/Digital Signage Digital Content DeliveryVR/ARFamily EntertainmentArcade Video GamesDigital Publishing/Video Digital PublishersDigital VideoHealth InformationViral ContentDigital RightsKey RelationshipsInfrastructure/SecurityVertical IndustrySoftwareFilm/TV/Music/Entertainment Film Production andDistribution Music Publishing Entertainment Services Music Festivals Entertainment IPSports/Live EntertainmentHuman CapitalManagement Talent Acquisition HRIS Talent ManagementManufacturing Tech/Supply Chain/Procurement Digital WorkplaceEnterprise Workflow/ Enterprise CollaborationContent Management ERPE-Commerce/Retail TechnologyExpertise andKey RelationshipsCapabilities Cloud Monitoring Network Management Network Analytics Security, LogManagement IT OperationsManagement Legal Travel and Hospitality EdTech Nonprofit Real Estate Fantasy Sports/GamingOTT/VideoData AnalyticsSocial nventoryVMSB2C E-CommerceE-CommerceEnablement Retail Analytics POS 19

Domain Expertise: HCM Technology and Tech-Enabled ServicesHCM SoftwareHCM Tech-Enabled ServicesFunds managed bya portfolio company ofhas been acquired byhas confirmed a “pre-packaged”Chapter 11 Plan of Reorganization,restructuring 2.1 billion of debt andraising 110 million of new moneyinvestmenthas invested ina portfolio company ofhave entered into an agreement tocombineSellside AdvisorCompany AdvisorBuyside Advisor and Financing Advisora portfolio company ofto Management andSellside AdvisorFairness Opinionhas been acquired bySellside AdvisorSellside AdvisorLearningManagementHRISa portfolio company ofalong with minority investorhas been acquired byhas been acquired byhas been acquired byandI-9ComplianceHRISHRISa portfolio company ofhas been acquired bya portfolio company ofandAssessmentshas sold its majority stake inhas been acquired byStaffingSellside AdvisorSellside AdvisorSellside AdvisorSellside AdvisorStaffingContingentLaborhas completed a financingconsisting ofhas beencompletedacquireda financingbyconsisting ofa portfolio company of 24,000,000SerieshasbeenD acquired byConvertible Preferred Stock 24,000,000Series DConvertible Preferred StockStaffingStaffinghas sold ECS Federal toa portfolio company ofSellside AdvisorStaffingProjectFalconhas acquired a minoritystake in a HumanCapital Managementsoftware businesshas been acquired bya portfolio company ofSellside AdvisorLearningManagementSellside AdvisorTalentAnalyticshas beencompletedacquireda financingbyconsisting ofFinancial AdvisorEmployeeEngagementPlacementSellside AdvisorAgentTalentAnalyticsSeries D Convertible PreferredStockhas been acquired byPlacementSellside AdvisorAgentSellside Advisor & Fairness OpinionWorkforceManagementStaffinga subsidiary ofTalentAcquisitionPayroll andHRIShas been acquired byhas been acquired byLed by:has been acquired by 24,000,000Series DConvertible Preferred Stocka portfolio company ofhas been acquired byPerformanceManagementa subsidiary ofhas received an equity investmentfromhas been acquired byhas been acquired byhas been acquired bySellside AdvisorPlacementSellside AdvisorAgentTalentAnalyticsRPO andStaffingSellside AdvisorContingentLabora portfolio company ofhas been acquired byhas been acquired bya portfolio company ofhas completed a majorityinvestment inWith participation from existinginvestors:has been acquired by 30,000,000Series A Preferred Stockhas been acquired by 25,000,000Sellside Advisor*PredictiveTalent AnalyticsPlacement AgentSellside Advisor*Social Recruiting ContingentLabor andPlatformProcurementSellside Advisor*Sellside Advisor*SocialContingentEngagement and LaborWorkforce MgmtSellside AdvisorWorkforceManagementBuyside AdvisorSellside Advisor*HRISContingentLabor andProcurementPEOSellside AdvisorStaffingSellside AdvisorTraining,Learning, andComplianceFinancial Advisor and Placement Agent*Payroll andHRISDeep Relationships Across HCM Software and Tech-Enabled ServicesTombstones included herein represent transactions closed from 2008 forward.*Selected transactions were executed by Houlihan Lokey professionals while at other firms acquired by Houlihan Lokey or by professionals from a Houlihan Lokey joint venture company.20

How Houlihan Lokey Can HelpOur firm is extremely well equipped to help our clients navigate uncertain times. We respond quickly to challenging situations and areconstantly helping clients analyze, structure, negotiate, and execute the best possible solutions from both strategic and financialperspectivesWhat We Offer1Corporate FinanceMergers and AcquisitionsCapital MarketsCorporate FinanceWe are widely recognized as a leading M&A advisor to the mid-cap and have longstanding relationships with capital providers, including commercial banks and othersenior credit providers, insurance funds, asset managers, and mezzanine fundinvestors. Few other investment banks maintain the breadth of relationships and capitalmarkets intelligence that we do.Private Funds AdvisoryBoard Advisory Services2Financial RestructuringCompany AdvisoryDistressed M&ALiability ManagementCreditor Advisory3Financial RestructuringWe have the largest restructuring practice of any global investment bank. Since 1988,we have advised on more than 1,400 restructuring transactions (with aggregate debtclaims in excess of 3.0 trillion). We served as an advisor in 12 of the largest 15bankruptcies from 2000 to 2020.Financial and Valuation AdvisoryFor nearly four decades, we have established ourselves as one of the largest financialand valuation advisory firms. Our transaction expertise and leadership in the field ofvaluation help inspire confidence in financial executives, boards of directors, specialcommittees, investors, and business owners we serve.Financial and Valuation AdvisoryPortfolio Valuation and Fund AdvisoryWhy We Are Different Dominant in Special Situations and RestructuringTransaction Opinions Significant Experience With Financing MarketsCorporate Valuation Advisory Services Senior-Level Commitment and Dedication Deep, Industry-Specific Expertise Superior Work Product/Technical Abilities Creativity, Imagination, Tenacity, and PositivityTransaction Advisory ServicesReal Estate Valuation and AdvisoryDispute Resolution Consulting21

2021 Houlihan Lokey. All rights reserved. This material may not be reproduced in any format by any means or redistributed without the prior writtenconsent of Houlihan Lokey.Houlihan Lokey is a trade name for Houlihan Lokey, Inc., and its subsidiaries and affiliates, which include those in (i) the United States: Houlihan LokeyCapital, Inc., an SEC-registered broker-dealer and member of FINRA (www.finra.org) and SIPC (www.sipc.org) (investment banking services); HoulihanLokey Financial Advisors, Inc. (financial advisory services); HL Finance, LLC (syndicated leveraged finance platform); and Houlihan Lokey Real EstateGroup, Inc. (real estate advisory services); (ii) Europe: Houlihan Lokey EMEA, LLP, and Houlihan Lokey (Corporate Finance) Limited, authorized andregulated by the U.K. Financial Conduct Authority; Houlihan Lokey (Europe) GmbH, authorized and regulated by the German Federal FinancialSupervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht); Houlihan Lokey GmbH; Houlihan Lokey S.p.A.; Houlihan Lokey (Netherlands)B.V.; Houlihan Lokey (España), S.A.; and Houlihan Lokey (Corporate Finance), S.A.; (iii) the United Arab Emirates, Dubai International Financial Centre(Dubai): Houlihan Lokey (MEA Financial Advisory) Limited, regulated by the Dubai Financial Services Authority for the provision of advising on financialproducts, arranging deals in investments, and arranging credit and advising on credit to professional clients only; (iv) Singapore: Houlihan Lokey(Singapore) Private Limited, an “exempt corporate finance adviser” able to provide exempt corporate finance advisory services to accredited investorsonly; (v) Hong Kong SAR: Houlihan Lokey (China) Limited, licensed in Hong Kong by the Securities and Futures Commission to conduct Type 1, 4, and 6regulated activities to professional investors only; (vi) China: Houlihan Lokey Howard & Zukin Investment Consulting (Beijing) Co., Limited (financialadvisory services); (vii) Japan: Houlihan Lokey K.K. (financial advisory services); and (viii) Australia: Houlihan Lokey (Australia) Pty Limited (ABN 74 601825 227), a company incorporated in Australia and licensed by the Australian Securities and Investments Commission (AFSL number 474953) in respectof financial services provided to wholesale clients only. In the European Economic Area (EEA), Dubai, Singapore, Hong Kong, and Australia, thiscommunication is directed to intended recipients, including actual or potential professional clients (EEA and Dubai), accredited investors (Singapore),professional investors (Hong Kong), and wholesale clients (Australia), respectively. Other persons, such as retail clients, are NOT the intended recipientsof our communications or services and should not act upon this communication.Houlihan Lokey gathers its data from sources it considers reliable; however, it does not guarantee the accuracy or completeness of the informationprovided within this presentation. The material presented reflects information known to the authors at the time this presentation was written, and thisinformation is subject to change. Houlihan Lokey makes no representations or warranties, expressed or implied, regarding the accuracy of this material.The views expressed in this material accurately reflect the personal views of the authors regarding the subject securities and issuers and do notnecessarily coincide with those of Houlihan Lokey. Officers, directors, and partners in the Houlihan Lokey group of companies may have positions in thesecurities of the companies discussed. This presentation does not constitute advice or a recommendation, offer, or solicitation with respect to thesecurities of any company discussed herein, is not intended to provide information upon which to base an investment decision, and should not beconstrued as such. Houlihan Lokey or its affiliates may from time to time provide investment banking or related services to these companies. Like allHoulihan Lokey employees, the authors of this presentation receive compensation that is affected by overall firm profitability.22

U.S. HCM Coverage TeamRob LouvManaging DirectorCo-Head, TMT GroupRLouv@HL.com415.827.4775European HCM Coverage TeamErin DuffySenior Vice PresidentTMT GroupEDuffy@HL.com415.273.3609Mark FisherManaging DirectorData and AnalyticsMFisher@HL.com 44 (0

Current Market Conditions for SaaS and Human Capital Management (HCM) Sources: 451 Research, Deloitte, ICR, S&P Capital IQ, SPACInsider, Crunchbase. (1) Public equities trading multiples and growth based on 2021E figures. Data from S&P Capital IQ as of June 30, 2021. SaaS and HCM Comps— Q22021 Update(1)