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HCM TEC HNOLOGY SECTO R REVIEW Q 3 20 19

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW Q3 2019HARRIS WILLIAMS (“HW”)TECHNOLOGY, MEDIA & TELECOM (“TMT”) GROUP 360 professionals across eight offices globally 35 professionals across Boston, San Francisco, and London 170 closed transactions in the last 24 months 10 industry groupsTYLER DEWING 1 617-654-2133ANDY LEED 1 415-217-3420HORIZONTAL FOCUS SECTORSVERTICAL FOCUS SECTORS Compliance SoftwareCRM and Member Management SoftwareData & AnalyticsEnterprise SoftwareHuman Capital ManagementInfrastructure & Security SoftwareIT & Tech Enabled ServicesManaged Services, Hosting & Data Center SolutionsOnline Marketing, Data & ResearchSAM HENDLER 1 617-654-2117DAN LINSALATA 1 617-654-2122THIERRY MONJAUZE 44 20 7518 8901PRIYANKA NAITHANI 1 617-654-2115Architecture, Engineering & ConstructioneCommerce & Retail SoftwareEducation TechnologyEnergy TechnologyFacilities & Real Estate TechnologyFinancial TechnologyGovernment TechnologyHealthcare ITIndustrial & Supply Chain SoftwareMIKE WILKINS 1 415-217-3411JULIEN OUSSADON 44 20 7518 8909ERIK SZYNDLAR 1 415-217-3418SELECT RECENT HW HCM TECHNOLOGY TRANSACTIONShas beenacquired byhas made a majorityinvestment inProvider of anenvironmental, healthand safety complianceand training platform fororganizations in highrisk, highly-regulatedend-marketsProvider of time andattendancemanagement, staffscheduling, payroll andsecurity managementsoftware productshas beenacquired byProvider of fullyintegrated, SaaS-basedoperator qualification(OQ); drug and alcohol;safety and insurance;and training solutionsacross multiple endmarketshasacquiredEmployee schedulingsolutions for retail andhospitality sectorshas beenacquired byhas beenacquired byProvider of GRC SaaSsolutions includingcredential managementand payer enrollmentservices to healthcarefacilitiesProvider ofadministration software,rules-based onlinebenefits enrollment,data integration,medical and voluntarybenefits, broker and HRadmin dashboardsTECHNOLOGY, MEDIA & TELECOMhas beenacquired byhas acquired amajority stake inProvider of WorkforceManagement,Training, andCompliance Solutionsfor the Healthcare,Financial Services,and Real EstateIndustriesDeveloper of businessmanagement softwarefor businesses andnon-profit organizationsin the United Kingdomhas received amajority investmentfromhas beenacquired byDeveloper of businessmanagement softwarefor businesses andnon-profit organizationsin the United KingdomOffers courses forhealthcareprofessionals andhealthcareorganizations &provides an onlinebusiness-educationlibraryPAGE 1

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW Q3 2019Solutions focused on sourcing, recruiting,interviewing, and on-boarding employees to anorganizationSolutions focused on optimizing theefficiency and productivity of anorganization’s employees Employee recruitment, engagement, and retention remain topof mind - especially as job market tightens Data-driven / market place tools are increasing connectivity forboth enterprises and their contingent / on-demand workers Talent tools adopting machine learning, predictive analytics,assessment algorithms, and artificial intelligence Real time employee review solutions gaining traction (social,collaboration management, rewards) Identification and recruitment of internal and known talent arecorporate strategic initiatives Learning management systems and corporate learning,training and compliance content increasingly core to HR suite “Workforce as a Strategy” is increasingly driving companies toadopt data-driven technologies that remove friction from theemployee journey Benefits and payroll solutions are fundamental to employee /employer connectivity with engagement and wellnessproliferating HRIS automation is table-stakes as employers now shiftingfocus to productivity and collaboration enhancers Automated and comprehensive risk management / compliancetools continue to experience strong adoption Back office HR capabilities for on-demand labor market is anemerging market opportunity Leading vertical-specific platforms remain highly attractive toinvestors and acquirers (e.g., retail, healthcare, and hospitality)TECHNOLOGY, MEDIA & TELECOMPAGE 2

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW Q3 2019EV: ConfidentialEV / Rev: ConfidentialRev: ConfidentialEV / EBITDA: Confidential HireVue provides an assessments and video interviewing platform that uses a combination of industrial/organizational scienceand rigorously tested, predictive artificial intelligence to help customers find and engage higher quality talent HireVue operates at a global scale with over 700 customers including over one-third of the Fortune 100 such as Unilever,Hilton, JP Morgan Chase, and Delta Air Lines The growth investment from Carlyle will help HireVue accelerate its next phase of growth and further accelerate HireVue’svision to transform the hiring process globally NGA Human Resources provides digital HR and multi-country payroll services to more than 250 clients and 3 million employees The acquisition of NGA Human Resources will expand Alight’s global footprint while providing clients with a broader set of cloudbased solutions across multiple platformsEV: ConfidentialEV / Rev: Confidential Hodges-Mace provides employee benefits technology, voluntary benefits, and custom enrollment servicesRev: ConfidentialEV / EBITDA: Confidential Putting their IPO on hold, Alight subsequently ramped up M&A with the acquisition of Hodges-Mace which will expand Alight’scapabilities and further their efforts to help employers deliver impactful benefits programs Benefit Resource Inc. administers pre-tax benefit plans and COBRA services allowing employers and employees to set asidedollars to pay for common expenses associated with medical care, dependent care, mass transit, and parking costs Benefit Resource Inc. utilizes a proprietary suite of technology solutions coupled with a high-touch service model to over 3,500clients and their employees The strategic investment from CIP Capital will allow Benefit Resource Inc. to further expand their market presence andaccelerate investments in their solution offering StratEx provides HR and payroll software for restaurants including automated applicant tracking, scheduling, payroll, benefits,and labor law compliance StratEx’s restaurant-specific solution is used by brands recognized nationwide such as Dunkin Donuts, Sonic, Jimmy Johns,Arby’s, and Restaurant.com By adding StratEx to the Toast platform, Toast will be able to better support restaurants of all sizes in simplifying HR, payroll,and talent management on a platform that works seamlessly with Toast and their technology partner ecosystem Fourth provides end-to-end restaurant and hospitality management solutions to help customers optimize profits, enhance guestsatisfaction, improve employee engagement, and scale profitably HotSchedules provides software and solutions for customers in the restaurant, retail, and hospitality sectors to control costs,maintain compliance, improve visibility, and drive operational consistency Marlin has merged the two companies to create a comprehensive back-of-house SaaS suite which will deliver a fully integratedinventory management, workforce management, payroll, and intelligent cost-control operations platformEV: ConfidentialEV / Rev: ConfidentialRev: ConfidentialEV / EBITDA: ConfidentialEV: ConfidentialEV / Rev: ConfidentialRev: ConfidentialEV / EBITDA: Confidential(1)EV: ConfidentialEV / Rev: ConfidentialRev: ConfidentialEV / EBITDA: Confidential(1) Insight Partners holds a minority positionTECHNOLOGY, MEDIA & TELECOMPAGE 3

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW Q3 2019MOST ACTIVE STRATEGIC ACQUIRERS OF HCM TECHNOLOGY ASSETS BY VOLUME1 The key strategic acquirers have combined for37 HCM technology related acquisitions since201597 Key strategics accounted for none of the HCMTechnology deals YTD 2019 Workday and Kronos have established aconsistent HCM M&A strategy, accounting for 16transactions for the last 4 years444432GLOBAL HCM TECHNOLOGY M&A ACTIVITY1 There were 31 HCM Technology acquisitions inQ3 2019111 The HCM technology space maintained steady,robust transaction volume in Q3 2019 HCM technology companies continue to attractattention from both strategic and 85154382618651217109141114121735303121Q2 - 15 Q3 - 15 Q4 - 15 Q1 - 16 Q2 - 16 Q3 - 16 Q4 - 16 Q1 - 17 Q2 - 17 Q3 - 17 Q4 - 17 Q1 - 18 Q2 - 18 Q3 - 18 Q4 - 18 Q1 - 19 Q2- 19 Q3- 19HCM DealsTECHNOLOGY, MEDIA & TELECOMTrailing LTMPAGE 4

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW Q3 2019REPRESENTATIVE PROVIDERSFocused SolutionsTo receive the latest Human CapitalManagement Technology marketmap, please contact HWat tmt reader@harriswilliams.comERP Focused PlatformsDiversified PlatformsTECHNOLOGY, MEDIA & TELECOMPAGE 5

HR SOFTWAREHUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW Q3 2019EV / 2019P Revenue6.1x1.4x16.5xEV / 2019P 19BENEFITS TECHNOLOGYS&P 500EV / 2019P Revenue3.1x1.1x6.4xEV / 2019P EBITDA46.1xDIVERSIFIED PLATFORMSEV / 2019P Revenue5.2x7.7xEV / 2019P EBITDA12.5xHR SoftwareJan-19Apr-19Jul-19Oct-19Benefits 9xS&P -19Apr-19Jul-19Oct-1917.6xS&P 500TECHNOLOGY, MEDIA & TELECOMDiversified PlatformsPAGE 6

HUMAN CAPITAL MANAGEMENT TECHNOLOGY SECTOR REVIEW Q3 2019–PUBLIC COMPARABLES2As of Sept. 30, 2019Company( in millions)Tick erEnterpriseValueMark etCapitalization% of 52W eek High1-Year StockPerformance3-Year StockPerformanceR evenue Growth20182019P2019P EBITD AMarginEnterprise Value /'19P R ev.'19P EBITD APrice /EarningsHUMAN RESOURCES SOFTWAREAutomatic Data Processing, x19.4xWorkday, 9%11.1x55.5xNMPaychex, 7.4x18.3x28.6xPaycom Software, .1%16.5x39.3xNMCeridian HCM Holding 5xNMPaylocity Holding .7%28.4%10.0x35.3xNMCornerstone OnDemand, .1x28.3xNMUpwork 1,7571,700(53.0%)(47.5%)NMNM36.4%NM5.6xNMNMAsure Software, x9.6xNMDHI Group, 1.4x6.1x35.5x 5,148 5,180(16.3%)14.4%63.0 %17 .2%17 .0 %23.0 %6.1x28.3x35.5xPluralsight, Inc.H R Softwa re M edia n42.8xBENEFITS TECHNOLOGYHealthEquity, %6.4x20.2x56.1xBenefitfocus, 1x71.9xNMCastlight Health, 1xNMNM 920 7 7 9(60 .7 %)(41.1%)(40 .4%)18.4%15.3%18.1%3.1x46.1x56.1xB enefits Technology M edia nDIVERSIFIED PLATFORMSMicrosoft 17.1%11.8%43.6%7.7x17.6xOracle 5%)29.3%(0.5%)6.4%36.6%4.6x12.5x44.2x 20 6,124 180 ,637(9.0 %)6.7 %40 .1%2.0 %6.4%43.6%5.2x12.5x29.8xSAP SED iversified Pla tform s M edia n29.8xNote: Margins less than 0% and multiples greater than 75x are considered Not Meaningful (“NM”)TECHNOLOGY, MEDIA & TELECOMPAGE 7