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CYBERSECURITY MARKET UPDATE January 2018

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Page 1: CYBERSECURITY MARKET UPDATE - Evergreen · Cybersecurity Market Update | 4 CYBERSECURITY M&A ACTIVITY ANNOUNCED TRANSACTIONS MOST ACTIVE ACQUIRERS DEAL COUNT BY US REGION ($ in millions)

CYBERSECURITY MARKET UPDATE

January 2018

Page 2: CYBERSECURITY MARKET UPDATE - Evergreen · Cybersecurity Market Update | 4 CYBERSECURITY M&A ACTIVITY ANNOUNCED TRANSACTIONS MOST ACTIVE ACQUIRERS DEAL COUNT BY US REGION ($ in millions)

Cybersecurity Market Update | 2

CYBERSECURITY MARKET UPDATE

• Key Cybersecurity Observations

• M&A Overview & Trends

• Public Comparable Companies Equity Performance

• Notable M&A Transaction & Funding Activity

• Evergreen Relevant Transactions & Clients

WHAT THIS REPORT CONTAINS

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Cybersecurity Market Update | 3

KEY CYBERSECURITY OBSERVATIONS

INFORMATION SECURITY TRENDS

Sources: Gartner, Cybersecurity Ventures, Enterprise Strategy Group, International Data Corporation

WORLDWIDE SECURITY SPENDING

• Gartner forecasts global information security spending to reach $96.3 billion in 2018, up 8% from 2017

• Growth in spending is driven by increasing regulations, shifting buyer mindset, awareness of emerging threats, and the evolution to digital business

strategies

• A shortage of cybersecurity talent continues to hinder the effectiveness of security operations, with 45% of organizations reporting a problematic gap

in cybersecurity skills

• Cybersecurity employment forecasts have been unable to keep pace with the rapid rise in breaches, leading to an estimated 3.5 million global unfilled

cybersecurity job openings in 2021

• Companies continue to increase reliance on outsourced services to manage their security operations – IDC estimates that services will be the largest

area of security-related spending over the next 5 years

• Gartner predicts that total enterprise spending on security outsourcing services will account for 75% of all spending on security software and

hardware products by 2019

($ in billions)

$3.91

$4.28

$4.70

$15.16

$16.22

$17.47

$9.79

$10.93

$11.67

$48.80

$53.07

$57.72

$4.57

$4.64

$4.75

$82.23

$89.13

$96.30

2016

2017

2018

Identity Access Management Infrastructure Protection Network Security Equipment Security Services Consumer Security Software

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Cybersecurity Market Update | 4

CYBERSECURITY M&A ACTIVITY

MOST ACTIVE ACQUIRERSANNOUNCED TRANSACTIONS

DEAL COUNT BY US REGION

($ in millions)

$960.6

$2,003.2

$629.0

$1,329.2

$376.5

$114.3

$1,256.6

$383.1 $269.2

$475.9

$1,103.3 $994.0

13

11

15

10

14

21

1514

19 19

21

17

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

2015 2016 2017

Deal Volume Deal Count

Source: PitchBook data as of 12/29/17

Company Recent Relevant Acquisitions

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

2015 2016 2017

Mid Atlantic Mountain South Southeast West Coast Great Lakes New England

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Cybersecurity Market Update | 5

NOTABLE M&A TRANSACTIONS

April 2017

On April 3, 2017 CA closed on a agreement to

purchase application security vendor Veracode

for $614 million.

The acquisition will enable CA Technologies to

move more prominently into the secure DevOps

field. With the ability to scale and automate

application security testing, CA is expected to

develop and deploy applications faster with

fewer defects.

February 2017

On February 27, 2017 Palo Alto Networks

(NYSE:PANW) closed its acquisition of

LightCyber. Under the terms of the agreement

Palo Alto Networks acquired LightCyber for

$105 million in cash.

The acquisition of LightCyber will bring

behavioral analytics to the Palo Alto network and

enhance the automated threat prevention

capabilities throughout the entire network.

October 2017DigiCert and Symantec (NASDAQ:SYMC)

closed an agreement on October 31st, 2017

under which DigiCert will acquire Symantec’s

website security and related PKI solutions for

$950 million in upfront cash and a 30% stake in

DigiCert..

The acquisition will provide DigiCert with the

capabilities to take advantage of growth

opportunities in the IoT marketplace, and bring

new approaches to the SSL market.

November 2017Thoma Bravo, LLC entered into an agreement to

acquire Barracuda Networks, Inc. (NYSE:CUDA)

on November 26, 2017 with an implied

enterprise value of $1.4 billion. Under the terms

of the agreement, Thoma Bravo will pay $27.55

in cash for each share of Barracuda Networks'

common stock outstanding.

Thoma Bravo believes that the proposed

transaction presents an opportunity to

accelerate growth in their security platform.

On July 31, 2017 Symantec (NASDAQ:SYMC)

closed on an agreement to acquire Israel-based

Fireglass for a purchase price of $225 million.

Fireglass, is an agentless isolation solution that

eliminates ransomware, malware and phishing

threats in real-time. The acquisition will bolster

Symantec’s offering in secure web gateways

and email protection.

July 2017 June 2017Microsoft (NASDAQ:MSFT) announced on June

8, 2017 that it had agreed to purchase Hexadite

for $100 million.

Hexadite provides technology that automates

responses to cyber attacks which increases

productivity and reduces costs for clients. This

acquisition is part of Microsoft’s plan to invest of

$1 billion annually in cyber security R&D over

the coming years.

Source: S&P Capital IQ as of 12/29/17

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Cybersecurity Market Update | 6

CYBERSECURITY INVESTMENT ACTIVITY

MOST ACTIVE INVESTORSPRIVATE EQUITY ACTIVITY

VENTURE CAPITAL ACTIVITY

($ in millions)

($ in millions)

$321.9

$39.9 $106.1

$814.6

$162.3

$21.2 $10.0

$995.6

$315.0

$1,204.0

$364.9

$179.5 4

87

9 9

7

5

11 11

18

9 9

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

2015 2016 2017

Total Capital Invested PE Investments

$139.2

$258.8 $223.9

$559.7

$267.1

$344.7

$426.8

$125.3

$253.0

$523.4

$350.8 $325.1

39

55

39

48

5862

50 51

94

67 66

41

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

2015 2016 2017

Total Capital Invested VC Investments

Investor Recent Relevant Investments

Source: PitchBook data as of 12/29/17

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Cybersecurity Market Update | 7

NOTABLE FUNDING ACTIVITY

February 2017

HackerOne raised $40 million of Series C

venture funding in a deal led by Dragoneer

Investment Group on February 8, 2017, with a

pre-money valuation of $158.39 million.

The company will use the funds to invest further

in technology development, expand market

reach and continue to strengthen the world's

largest and most diverse hacker community.

January 2017SentinelOne raised $70 million of Series C

venture funding in a round led by Redpoint

Ventures on January 25, 2017, with a pre-

money valuation of $140 million.

The company plans to use this new infusion of

capital to aggressively expand its sales and

marketing efforts to drive more than 400% global

sales growth in 2017, while maintaining a strong

investment in its R&D initiatives towards its next-

generation endpoint protection platform.

August 2017

Druva raised $80 million of venture funding led

by Riverwood Capital on August 22, 2017. The

company has raised a total of $200 million in

funding to date.

The company will use the funding for research

and development, as well as to expand its

international sales force while marketing for

global adoption.

September 2017Threat Stack raised $45 million of Series C

venture funding through a combination of debt

and equity in a deal led by F-Prime Capital

Partners and Eight Roads Ventures on

September 19, 2017, with a pre-money valuation

of $135 million.

The company has raised more than $70 million

to date, and intends to use the funds to grow

their employee base and expand their presence

in North America and internationally.

Netskope raised $100 million of Series E funding

from lead investor Lightspeed Venture Partners

and Accel on April 27, 2017, with a pre-money

valuation of $425 million.

The funding will fuel the advancement and go-

to-market of the company's enterprise cloud

security platform and help the company build out

its team and to expand the customer base for its

cloud security platform for businesses.

April 2017 April 2017

Illumio raised $125 million of Series D venture

funding from lead investor J.P. Morgan Asset

Management on April 20, 2017, with an

estimated pre-money valuation of $1.05 billion.

The company plans to increase product

development, international expansion in Europe

and Asia, and to expand business development,

R&D, and customer support.

Source: PitchBook data as of 12/29/17

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Cybersecurity Market Update | 8

PUBLIC COMPANY EQUITY PERFORMANCE

Source: S&P Capital IQ as of 12/29/17

Note: EAC Cybersecurity comprised of public companies listed in following sections

30.4%

18.9%

36.7%

(5.0%)

0.0%

5.0%

10.0%

15.0%

20.0%

25.0%

30.0%

35.0%

40.0%

45.0%

Dec-16 Jan-17 Feb-17 Mar-17 Apr-17 May-17 Jun-17 Jul-17 Aug-17 Sep-17 Oct-17 Nov-17 Dec-17

EAC Cybersecurity Index +30.4% S&P 500 +18.9% Dow Jones U.S. Software Index +36.7%

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Cybersecurity Market Update | 9

PUBLIC COMPANIES SUMMARY

($ in millions, except per share) Share % of 52-Wk Market Enterprise EBITDA 2-Year Estimated CAGR TEV / Revenue TEV / EBITDA

Company Ticker Price High Cap Value (TEV) Margin Revenue EBITDA EPS LTM 2018E 2019E LTM 2018E 2019E

Symantec Corporation SYMC 28.06$ 82.0% 17,396.7$ 21,579.7$ 13.0% 11.6% 20.6% 27.1% 4.7x 4.4x 4.2x 36.2x 9.6x 8.4x

Check Point Software Technologies Ltd. CHKP 103.62 86.9% 16,936.0 15,425.9 49.7% 6.5% 7.1% 10.1% 8.4x 8.3x 7.8x 16.9x 14.8x 14.0x

Palo Alto Networks, Inc. PANW 144.94 91.9% 13,318.4 12,346.2 NM 21.1% 30.8% 23.4% 6.6x 6.3x 5.2x NM 26.2x 20.1x

Splunk Inc. SPLK 82.84 97.6% 11,718.4 10,737.9 NM 28.0% 51.0% 44.0% 9.3x 8.6x 6.9x NM 73.8x 51.5x

Trend Micro Incorporated 4704 56.71 97.0% 7,796.4 6,540.2 35.8% 9.7% 14.7% 8.5% 5.0x 5.0x 4.6x 14.0x 14.9x 13.4x

Fortinet, Inc. FTNT 43.69 95.7% 7,597.7 6,321.9 11.8% 15.3% 24.1% 27.6% 4.4x 4.3x 3.7x 37.3x 20.5x 17.0x

Proofpoint, Inc. PFPT 88.81 90.7% 3,981.8 3,903.4 NM 32.9% 53.1% 66.8% 8.2x 7.7x 5.9x NM 59.7x 43.1x

Sophos Group plc SOPH 7.69 87.2% 3,587.2 3,810.3 1.2% 18.9% 21.0% 5.4% 6.7x 6.7x 5.5x NM 79.0x 59.1x

FireEye, Inc. FEYE 14.20 78.9% 2,621.1 2,512.4 NM 5.8% - - 3.4x 3.4x 3.1x NM 28.7x 24.7x

Okta, Inc. OKTA 25.61 76.1% 2,610.3 2,386.7 NM 0.0% - - 10.3x 9.4x 7.1x NM NM NM

Qualys, Inc. QLYS 59.35 95.2% 2,250.5 1,947.8 25.8% 16.3% 19.5% 16.6% 8.8x 8.5x 7.3x 34.3x 23.0x 20.1x

Mimecast Limited MIME 28.67 89.6% 1,643.3 1,554.8 3.5% 28.7% 75.7% 45.1% 7.0x 6.5x 5.3x NM 72.6x 51.0x

CyberArk Software Ltd. CYBR 41.39 74.4% 1,438.0 1,163.7 12.0% 18.9% 8.7% 2.2% 4.7x 4.5x 3.8x 39.6x 20.6x 16.4x

Imperva, Inc. IMPV 39.70 75.8% 1,350.4 1,007.1 NM 19.5% 191.4% - 3.3x 3.1x 2.7x NM 23.2x 18.1x

Rapid7, Inc. RPD 18.66 92.1% 818.8 734.9 NM 22.1% - - 3.9x 3.7x 3.1x NM NM NM

F-Secure Oyj FSC1V 4.67 80.4% 731.7 634.3 10.7% 9.0% 7.3% 4.3% 3.2x 3.1x 2.8x 30.0x 28.6x 18.7x

SecureWorks Corp. SCWX 8.87 68.3% 719.2 619.5 NM 8.2% - - 1.3x 1.3x 1.2x NM NM NM

VASCO Data Security International, Inc. VDSI 13.90 88.1% 554.4 395.7 5.6% 3.5% 0.0% NM 2.1x 2.1x 1.9x 38.0x 20.7x 18.5x

MobileIron, Inc. MOBL 3.90 57.6% 374.6 292.4 NM 6.7% - - 1.7x 1.7x 1.6x NM NM NM

Zix Corporation ZIXI 4.38 65.7% 241.1 208.3 22.5% 8.7% 13.7% 13.2% 3.2x 3.2x 2.9x 14.4x 11.4x 9.5x

Absolute Software Corporation TSX:ABT 5.46 78.0% 215.5 183.0 12.9% 6.3% 26.2% - 2.0x 2.0x 1.9x 15.4x 23.8x 17.4x

Mean 4,662.0$ 4,490.8$ 2.2% 14.9% 35.3% 22.6% 5.2x 4.9x 4.2x 27.6x 32.4x 24.8x

Median 2,250.5$ 1,947.8$ 3.5% 13.5% 20.8% 16.6% 4.7x 4.4x 3.8x 32.2x 23.2x 18.5x

Source: S&P Capital IQ as of 12/29/17

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Cybersecurity Market Update | 10

PUBLIC COMPANIES – RELATIVE RANKING

Source: S&P Capital IQ as of 12/29/17

SYMC Symantec Corporation SOPH Sophos Group plc RPD Rapid7, Inc.

CHKP Check Point Software Technologies Ltd. FEYE FireEye, Inc. FSC1V F-Secure Oyj

PANW Palo Alto Networks, Inc. OKTA Okta, Inc. SCWX SecureWorks Corp.

SPLK Splunk Inc. QLYS Qualys, Inc. VDSI VASCO Data Security International, Inc.

4704 Trend Micro Incorporated MIME Mimecast Limited MOBL MobileIron, Inc.

FTNT Fortinet, Inc. CYBR CyberArk Software Ltd. ZIXI Zix Corporation

PFPT Proofpoint, Inc. IMPV Imperva, Inc. TSX:ABT Absolute Software Corporation

LTM Gross Margin TEV / 2017E Revenue TEV / 2018E Revenue TEV / 2017E EBITDA TEV / 2018E EBITDA10 44 46 52 54

FSC1V 96.0% OKTA 9.4x CHKP 7.8x SOPH 79.1x SOPH 59.2x

CHKP 88.5% SPLK 8.6x QLYS 7.3x SPLK 73.8x SPLK 51.5x

TSX:ABT 84.5% QLYS 8.5x OKTA 7.1x MIME 72.6x MIME 51.0x

CYBR 84.1% CHKP 8.3x SPLK 6.9x PFPT 59.7x PFPT 43.1x

MOBL 82.5% PFPT 7.7x PFPT 5.9x MEAN 32.4x MEAN 24.8x

4704 81.8% SOPH 6.7x SOPH 5.5x FEYE 28.7x FEYE 24.7x

ZIXI 81.3% MIME 6.5x MIME 5.3x FSC1V 28.6x PANW 20.1x

IMPV 80.0% PANW 6.3x PANW 5.2x PANW 26.2x QLYS 20.1x

SPLK 79.2% 4704 5.0x 4704 4.6x TSX:ABT 23.9x FSC1V 18.7x

SYMC 78.4% MEAN 4.9x MEAN 4.2x IMPV 23.2x VDSI 18.5x

QLYS 78.0% CYBR 4.5x SYMC 4.2x QLYS 23.0x IMPV 18.1x

SOPH 77.5% SYMC 4.4x CYBR 3.8x VDSI 20.7x TSX:ABT 17.4x

MEAN 76.7% FTNT 4.3x FTNT 3.7x CYBR 20.6x FTNT 17.0x

FTNT 74.3% RPD 3.7x FEYE 3.1x FTNT 20.5x CYBR 16.4x

MIME 73.7% FEYE 3.4x RPD 3.1x 4704 14.9x CHKP 14.0x

RPD 72.7% ZIXI 3.2x ZIXI 2.9x CHKP 14.8x 4704 13.4x

PANW 72.3% IMPV 3.1x FSC1V 2.8x ZIXI 11.4x ZIXI 9.5x

PFPT 72.2% FSC1V 3.1x IMPV 2.7x SYMC 9.6x SYMC 8.4x

VDSI 70.0% VDSI 2.1x VDSI 1.9x

OKTA 68.0% TSX:ABT 2.0x TSX:ABT 1.9x

FEYE 64.1% MOBL 1.7x MOBL 1.6x

SCWX 52.3% SCWX 1.3x SCWX 1.2x

2-Year Revenue CAGR 3-Year EPS CAGR16

PFPT 32.9%

MIME 28.7%

SPLK 28.0%

RPD 22.1%

PANW 21.1%

IMPV 19.5%

CYBR 18.9%

SOPH 18.9%

QLYS 16.3%

FTNT 15.3%

MEAN 14.9%

SYMC 11.6%

4704 9.7%

FSC1V 9.0%

ZIXI 8.7%

SCWX 8.2%

MOBL 6.7%

CHKP 6.5%

TSX:ABT 6.3%

FEYE 5.8%

VDSI 3.5%

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Cybersecurity Market Update | 11

M&A TRANSACTIONS

($ in millions) Enterprise Implied EV /

Announced Target Acquirer Target Description Value (EV) Revenue EBITDA

22-Dec-17 MTS Technologies, Inc. Innové LLCMTS Technologies, Inc. provides technical and management solutions to defense, civilian,

and commercial markets in the United States.NA NA NA

19-Dec-17 Waytek Softw are Netw ork Security Group, Inc.Waytek Softw are includes softw are distribution and value-added resale business and is

located in the United States.NA NA NA

13-Dec-17 Fox Technologies, Inc. HelpSystems, LLCFox Technologies, Inc. provides netw ork security and access management softw are

solutions for organizations to centralize Linux and Unix access management.NA NA NA

27-Nov-17 Barracuda Netw orks, Inc.Thoma Bravo, LLC; Thoma Bravo Fund XII,

L.P.Barracuda Netw orks, Inc. designs and delivers security and data protection solutions. 1,405.3 3.83x 43.08x

20-Nov-17 CYREN Ltd. Warburg Pincus LLCCYREN Ltd. provides information security solutions for protecting Web, email, and mobile

transactions in the United States, Germany, Europe, Asia, Israel, and internationally.72.9 2.32x NA

14-Nov-17 Datashield, LLC (nka:ADT Cybersecurity) The ADT Corporation ADT Cybersecurity provides cyber security services for mid-sized companies. NA NA NA

13-Nov-17 Secure-24, Inc. NTT Communications CorporationSecure-24, Inc. provides managed IT operations, application hosting, and managed cloud

services to enterprises in the United States and internationally.NA NA NA

13-Nov-17 Conexsys Communications Ltd. Optiv Security Inc.Conexsys Communications, Ltd. engages in the development, deployment, and support of

enterprise security and netw ork infrastructure solutions.NA NA NA

2-Nov-17 TheBplan AS Transtema Group AB TheBplan AS offers data security, backup, and recovery services. 2.8 NA NA

30-Oct-17 LAW Trusted Third Party Services (Pty) Ltd Ansys LimitedLAW Trusted Third Party Services (Pty) Ltd designs and develops online security and data

transfer applications.8.8 NA NA

25-Oct-17 HansolNexG Co., Ltd U&I Global Co., Ltd. HansolNexG Co., Ltd provides netw ork security solutions primarily in South Korea. NA NA NA

23-Oct-17 Securable.io Know Be4, Inc. Securable.io develops cyber security and aw areness training softw are. NA NA NA

20-Oct-17 Morphick Inc Booz Allen Hamilton Holding CorporationMorphick Inc. provides a technology-enabled managed service that tailors cyber security

solutions to their clients and enables them to morph their defenses.NA NA NA

19-Oct-17 TopSpin Security, Ltd.General Dynamics Fidelis Cybersecurity

Solutions Inc.TopSpin Security, Ltd. provides a malw are detection technology. NA NA NA

18-Oct-17 Agiliance, Inc. Resolver Inc.Agiliance, Inc., a big data risk company, provides integrated solutions for operational and

security risk intelligence for businesses.NA NA NA

17-Oct-17 SignalSense, Inc. Splunk Inc.As of October 17, 2017, SignalSense, Inc. w as acquired by Splunk Inc. SignalSense, Inc.

develops and provides cyber and enterprise security solutions.NA NA NA

16-Oct-17 LNS Technologies, Inc. CompuCom Systems, Inc.LNS Technologies, Inc. engages in providing information technology support, cloud

solutions, and information security solutions to small businesses.1.8 NA NA

11-Oct-17 Nominum, Inc. Akamai Technologies, Inc.Nominum, Inc. provides domain name system (DNS) softw are solutions for service

providers w orldw ide.NA NA NA

11-Oct-17DXC Technology, U.S. Public Sector

Business

KeyPoint Government Solutions, Inc.;

Vencore Holding Corp.

DXC Technology, U.S. Public Sector Business provides technology services, w hich

includes cybersecurity, cloud computing, data, and applications.NA NA NA

Source: S&P Capital IQ as of 12/29/17

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Cybersecurity Market Update | 12

M&A TRANSACTIONS (CONT.)

($ in millions) Enterprise Implied EV /

Announced Target Acquirer Target Description Value (EV) Revenue EBITDA

6-Oct-17 Cyence Inc. Guidew ire Softw are, Inc.Cyence Inc. provides a platform for the economic modeling of cyber risk for the insurance

industry globally.266.0$ NA NA

5-Oct-17 SmoothWall Ltd. Tenzing Private Equity SmoothWall Ltd. develops Web filtering and Internet security solutions. NA NA NA

3-Oct-17 ZyEdge LLC Fuse Engineering, LLC ZyEdge LLC provides managed netw ork services. NA NA NA

29-Sep-17 Deltagon Group Oy UTIB INVL TechnologyDeltagon Group Oy, a cyber security company, develops information security solutions for

electronic communications and electronic services for a range of industries.7.4 2.39x NA

28-Sep-17 Root9B LLC Tracker Capital Management, LLCRoot9B LLC provides cyber security and advanced technology training, operational

support, and consulting services to federal government and commercial customers.NA NA NA

25-Sep-17Surveillance and Cyber Security Solutions,

LLCMission Solutions Group, LLC

Surveillance and Cyber Security Solutions, LLC develops information security engineering

strategies and technical solutions for clients to protect and defend against data loss.NA NA NA

31-Aug-17 Cyphort Inc. Juniper Netw orks, Inc.Cyphort Inc. develops softw are and appliance based solutions to protect enterprises and

governments against cybercrime attacks w ith payloads.NA NA NA

28-Aug-17 RedOw l Analytics, Inc. Forcepoint LLCRedOw l Analytics, Inc. operates a cyber security platform that offers information security

and regulatory surveillance.54.0 NA NA

28-Aug-17 Meontrust Inc. Inside Secure S.A.Meontrust Inc. provides security solutions to banks, f inancial services, telecom operators,

and other online services and their users.6.0 NA NA

21-Aug-17 Castle Access, Inc. Zayo Group Holdings, Inc. Castle Access, Inc. operates enterprise grade data centers. 11.9 NA NA

16-Aug-17 CipherPoint Softw are, Inc. Covata LimitedCipherPoint Softw are, Inc. provides data centric auditing and protection solutions for

securing unstructured information in various platforms.3.0 NA NA

15-Aug-17 ikb Data GmbH DATAGROUP SE ikb Data GmbH provides IT infrastructure and data security services. NA NA NA

2-Aug-17Symantec Corporation, Website Security and

Related PKI Solutions BusinessDigiCert, Inc.

Symantec Corporation, Website Security and Related PKI Solutions Business comprises

Secure Sockets Layer (SSL), Transport Layer Security (TLS), and IoT solutions.NA NA NA

1-Aug-17 Aviram Netw orks, Inc. Qualys, Inc.Aviram Netw orks, Inc. develops secure sw itching and identity-based policy enforcement

appliances.NA NA NA

30-Jul-17 CanBusHack, Inc. Trillium IncorporatedCanBusHack, Inc. offers automotive cyber security consulting services and penetration

testing.NA NA NA

28-Jul-17 Information Risk Management Limited Altran Technologies S.A. Information Risk Management Limited provides information security consultancy services. NA NA NA

26-Jul-17 Guidance Softw are, Inc. Open Text CorporationGuidance Softw are, Inc., a technology company, provides forensic security solutions in the

United States, Europe, Asia, and internationally.245.2 2.26x NA

21-Jul-17Beijing ACT Technology Development CO.,

LTD.Surfilter Netw ork Technology Co., Ltd.

Beijing ACT Technology Development CO., LTD. designs and develops netw ork security

products.62.5 2.55x NA

18-Jul-17 Komand Rapid7, Inc. Komand develops a security orchestration and automation system platform. NA NA NA

Source: S&P Capital IQ as of 12/29/17

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Cybersecurity Market Update | 13

M&A TRANSACTIONS (CONT.)

($ in millions) Enterprise Implied EV /

Announced Target Acquirer Target Description Value (EV) Revenue EBITDA

17-Jul-17 Brighterion, Inc. Mastercard IncorporatedBrighterion, Inc. develops softw are solutions for real-time fraud prevention, predictive

intelligence, risk management, AML/KYC compliance, and homeland security intelligence.NA NA NA

13-Jul-17 Observable Netw orks, Inc. Cisco Systems, Inc.Observable Netw orks, Inc. provides netw ork security technology and threat detection

services that identify compromised and misused netw orked devices.NA NA NA

11-Jul-17 Skycure Ltd. Symantec Corporation Skycure Ltd. develops enterprise mobile threat defense solutions. NA NA NA

7-Jul-17 Accel Systems & Technologies Pte. Ltd. StarHub Ltd.Accel Systems & Technologies Pte. Ltd. manufactures computers and peripheral

equipment.36.4 2.57x NA

6-Jul-17 Fireglass Symantec Corporation Fireglass develops and offers cyber security solutions. 225.0 NA NA

5-Jul-17 Enforcive, Inc. Vision Solutions Inc.Enforcive, Inc. develops and markets data security softw are and netw ork security audit

solutions for IBM i, AS/400, iSeries, and mainframe computers.NA NA NA

3-Jul-17 NCI, Inc.H.I.G. Capital, LLC; HIG Middle Market LBO

Fund II

NCI, Inc. provides information technology (IT) and professional services and solutions to

defense, intelligence, healthcare, and civilian government agencies w orldw ide.285.1 0.88x 9.61x

3-Jul-17 Cyber Sciences, Inc. Patoka Capital LLCCyber Sciences, Inc. manufactures specialty products for monitoring and control of

electrical distribution systems.NA NA NA

29-Jun-17 Info@Risk, Inc. Burr, Pilger and Mayer LLPInfo@Risk, Inc. provides information security assessment and risk assessment services

for clients.NA NA NA

27-Jun-17 Securethoughts.com XLMedia PLC Securethoughts.com provides online cyber security comparison services. 2.0 NA NA

20-Jun-17 Mainstream Security, LLC RoundTow er Technologies, Inc. Mainstream Security, LLC provides information security services. NA NA NA

16-Jun-17 ID Watchdog, Inc. Equifax Consumer Services, Inc.ID Watchdog, Inc., through its subsidiary, Identity Rehab Corporation, provides identity theft

detection, protection, and resolution services primarily to individuals and families.63.0 5.60x 79.19x

13-Jun-17 DHANY, LLC Prevalent Netw orks LLCDHANY, LLC, doing business as Datum Security, provides cyber risk management solution

to small and medium-sized vendors.NA NA NA

12-Jun-17 NextNine Ltd. Honeyw ell International Inc. NextNine Ltd. develops operational technology security management softw are. NA NA NA

8-Jun-17 Hexadite Ltd. Microsoft CorporationHexadite Ltd. develops a security orchestration and automation solution to investigate and

resolve cyber incidents.100.0* NA NA

7-Jun-17 Watchful Softw are Symantec Corporation Watchful Softw are provides data-centric information security solutions. NA NA NA

30-May-17 Expert Solution Support Center BV Nixu OyjExpert Solution Support Center BV offers digital identity management support solutions and

product support services w orldw ide.2.3 0.66x NA

30-May-17 Continuum Managed Services, LLCThoma Bravo, LLC; Thoma Bravo

Discover Fund PartnershipContinuum Managed Services, LLC provides integrated managed service solutions. NA NA NA

24-May-17 Resolve Systems, LLC Insight Venture Partners LLCResolve Systems, LLC develops and provides incident resolution solutions for information

technology and netw ork operations, along w ith customer care centers.NA NA NA

* Undisclosed estimate

Source: S&P Capital IQ as of 12/29/17

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Cybersecurity Market Update | 14

M&A TRANSACTIONS (CONT.)

($ in millions) Enterprise Implied EV /

Announced Target Acquirer Target Description Value (EV) Revenue EBITDA

22-May-17 CYPHRE Security Solutions, LLC RigNet, Inc. CYPHRE SECURITY SOLUTIONS, LLC operates in the technology industry. NA NA NA

16-May-17 Landscape Netw orks Ltd Communicate Technology PLCLandscape Netw orks Ltd provides information security, secure LAN/WAN infrastructure,

and data protection products and services.NA NA NA

11-May-17 Conjur, Inc. CyberArk Softw are Ltd.Conjur, Inc. offers directory services and cloud native authorization platform for developers

and security teams to monitor, adopt, manage, secure, and audit enviornments.42.0 NA NA

11-May-17 Digital Assurance Consulting Ltd F-Secure OyjDigital Assurance Consulting Ltd provides information security consultancy assessment

services.NA NA NA

9-May-17Probaris Technologies, Inc., Certain

Softw are Assets

WidePoint Cybersecurity Solutions

Corporation

As of May 9, 2017, certain softw are assets of Probaris Technologies, Inc. w as acquired

by WidePoint Cybersecurity Solutions Corporation.0.4 NA NA

4-May-17 Davinsi Labs BVBA Proximus PLC Davinsi Labs BVBA provides enterprise security solutions and services in Belgium. NA NA NA

3-May-17 Morgan 6, LLC Mission Solutions Group, LLCMorgan 6, LLC develops agile solutions, government IT services, cyber security, and

softw are development services.NA NA NA

28-Apr-17 Open Systems AGEQT Partners AB; EQT Mid Market Europe

Fund

Open Systems AG provides netw ork security, application delivery, identity management,

global connectivity, and integrated service management services for customers.NA NA NA

3-Apr-17 Foursys Ltd. Chess Limited Foursys Ltd. provides IT security services to business clients in the United Kingdom. NA NA NA

30-Mar-17 SDGblue, LLC Crow e Horw ath LLPSDGblue, LLC, an information technology professional services company, provides

information security, managed services, and netw ork infrastructure solutions.NA NA NA

29-Mar-17 Evolved Cyber Solutions, LLC Edw ards Industries, LLC Evolved Cyber Solutions, LLC provides cyber security services. NA NA NA

29-Mar-17 NuData Security Inc. Mastercard Incorporated NuData Security Inc. develops and markets biometrics and behavioral analytics solutions. NA NA NA

22-Mar-17 Sucuri Inc. GoDaddy Inc. Sucuri Inc. provides malw are monitoring and cleanup solutions. NA NA NA

20-Mar-17 Communication Cable Company Optiv Security Inc. Communication Cable Company provides technology and security solutions. NA NA NA

20-Mar-17 Aporia Solutions, Inc. Accume Partners, LLCAporia Solutions, Inc. provides IT risk and security assessment, audits, and security audits

services in Texas, Arkansas, Louisiana, Oklahoma, and Mississippi.NA NA NA

16-Mar-17 Magnus Management Group, LLC NXTKey CorporationMagnus Management Group, LLC provides consulting services in the areas of information

security management, project management, and operation management.NA NA NA

8-Mar-17 Sotera Defense Solutions, Inc. The KEYW CorporationSotera Defense Solutions, Inc., a security technology company, provides technology-based

systems, solutions, and services for national security agencies and programs.350.3 1.33x 15.64x

7-Mar-17 Avaya Inc., Netw orking Business Extreme Netw orks, Inc.Netw orking Business comprises end-to-end fabric-based secure netw orking solutions and

netw ork security solutions.100.0 NA NA

7-Mar-17 SafeGuard PII Corp. Adama Technologies CorporationSafeGuard PII Corp. offers identity theft protection services for businesses and families in

the United States and Canada.NA NA NA

Source: S&P Capital IQ as of 12/29/17

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Cybersecurity Market Update | 15

M&A TRANSACTIONS (CONT.)

Source: S&P Capital IQ as of 12/29/17

($ in millions) Enterprise Implied EV /

Announced Target Acquirer Target Description Value (EV) Revenue EBITDA

6-Mar-17 Veracode, Inc. CA, Inc. Veracode, Inc. provides a cloud-based application security platform. 614.0$ NA NA

28-Feb-17 LightCyber Ltd. Palo Alto Netw orks, Inc.LightCyber Ltd. develops solutions for identifying and preventing cyber-attacks and

advanced persistent threats (APT).105.0 10.50x NA

20-Feb-17 OR3M LLCSetracon Inc. (nka:SETRACON Enterprise

Security Risk Management Services)

OR3M LLC operates as a standards-based security information management platform and

services company.NA NA NA

16-Feb-17 Inverse Path S.r.l. F-Secure Oyj As of February 16, 2017, Inverse Path S.r.l. w as acquired by F-Secure Oyj. NA NA NA

13-Feb-17 Deep Run Security Services, LLC Convergence Technology Consulting, LLCDeep Run Security Services, LLC provides cyber security services for retail, healthcare,

f inance, hospitality, and higher education markets.NA NA NA

13-Feb-17 Eclipsecurity, LLC HALOCK Security Labs Eclipsecurity, LLC provides information security consulting services globally. NA NA NA

9-Feb-17VeriSign, Inc., iDefense Security Intelligence

Services BusinessAccenture plc

As of April 3, 2017, iDefense Security Intelligence Services Business of VeriSign, Inc. w as

acquired by Accenture plc.NA NA NA

8-Feb-17Endgame, Inc., U.S. Federal Government

Services BusinessAccenture plc

Endgame, Inc., U.S. Federal Government Services Business comprises cyber defense,

hunt-as-a-service capabilities, red teaming, and cyber operations.NA NA NA

8-Feb-17 Invincea, Inc. Sophos Group plc Invincea, Inc. develops endpoint security softw are solutions. 120.0 12.24x NA

1-Feb-17 Ow l Computing Technologies, Inc. Acuity Technologies Holding CompanyOw l Computing Technologies, Inc. designs, develops, manufactures, and implements cyber

security defense equipment for critical netw orks.NA NA NA

31-Jan-17 Seculert Ltd. Radw are Ltd.Seculert Ltd. provides cloud-based cyber threat management services to detect and

prevent cyber threats from infiltrating in to netw orks.NA NA NA

30-Jan-17 ThreatWave Return Path, Inc.ThreatWave develops email data netw ork sensor and data processing platform to provide

email based data intelligence.NA NA NA

25-Jan-17 InfoSERVER S.A. Wipro LimitedInfoSERVER S.A. provides information security and identity protection technology solutions

for f inancial and banking, industry, service and retail, and other sectors in Brazil.8.8 NA NA

17-Jan-17 Bat Blue Corporation OPAQ Netw orks, Inc.Bat Blue Corporation provides Internet protocol (IP) and cloud-based netw ork and security

solutions.NA NA NA

17-Jan-17 CynergisTek, Inc. (nka:CTEK Security, Inc.) Auxilio, Inc. (nka:Cynergistek, Inc.) CTEK Security, Inc. provides information technology (IT) security consulting services. 31.7 2.12x 6.35x

9-Jan-17 BluVector, Inc. LLR Partners Inc.BluVector, Inc. operates a cyber-threat detection and hunting platform that defends

enterprises against evolving security threats.NA NA NA

4-Jan-17 Watchcom Security Group AS Combitech ABWatchcom Security Group AS is an information security company that offers consulting

and solutions for securing netw ork and w eb solutions.NA NA NA

3-Jan-17 Enlighten IT Consulting Inc. Macaulay-Brow n, Inc.Enlighten IT Consulting Inc. provides mission critical IT services to the Department of

Defense (DoD), the intelligence community, and other organizations.NA NA NA

3-Jan-17 Continuum Worldw ide Corporation Sirius Computer Solutions, Inc.Continuum Worldw ide Corporation, doing business as Continuum Security Solutions,

provides information security consulting services.NA NA NA

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Cybersecurity Market Update | 16

• The Evergreen team has completed over 100 M&A and capital

raising transactions, totaling over $5 billion in value for publicly

traded and privately held companies

• The Evergreen team has completed numerous business

valuations for litigation and non-litigation matters for companies

across various industries with sizes ranging from early stage to

multi-million dollar publicly traded companies

• The Evergreen team has advised hundreds of companies on a

multitude of sophisticated and complex legal, accounting, valuation,

financial, and transaction related issues

• The Evergreen team possesses strong relationships with thousands

of strategic and financial investors

• Securities transactions conducted through Evergreen Advisors

Capital, LLC, member FINRA/SIPC

Evergreen Advisors is a boutique investment banking and corporate finance firm focused on servicing organizations throughout their financial lifecycle to

drive successful outcomes. We assist middle market and emerging companies by providing innovative and strategic solutions in the areas of:

EVERGREEN ADVISORS

INVESTMENT BANKING

M&A Capital Raising

• Sell-Side

• Buy-Side

• Recapitalizations

• Management Buyouts

• Divestitures

• Carve-outs

• Senior Debt

• Subordinated Debt

• Mezzanine

• Venture Capital

• Growth Equity

• Private Placements

CORPORATE ADVISORY

• Business Valuations

• Transaction Support

• Restructuring

• Financial Reporting

• Litigation Support

• Financial Modeling

• CFO Advisory

• Strategic Advisory

• Location Strategy Services

• Risk Analysis

• Consulting

OFFICE LOCATIONSFIRM OVERVIEW

Metropolitan Baltimore, MD

9256 Bendix Road | Suite 300

Columbia, MD | 410.997.6000

Metropolitan Washington, D.C.

8000 Towers Crescent Drive | Suite 850

Tysons Corner, VA | 571.406.5230

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Cybersecurity Market Update | 17

REPRESENTATIVE CYBERSECURITY TRANSACTIONS & CLIENTS

Certain transactions may have been completed prior to Evergreen Advisors business relationship.

EVERGREEN TEAM

Joseph E. Statter

President & Managing Director

[email protected]

703.852.0020

Paul S. Klick, IV

Managing Director

[email protected]

703.852.1051

Eric M. Parekh

Director

[email protected]

703.659.1745

Michael A. Slarve

Analyst

[email protected]

703.852.0042

Thien V. Tran

Analyst

[email protected]

703.659.1945

Jake R. Buzy

Analyst

[email protected]

703.852.1060

Rick A. Kohr

Chief Executive Officer

[email protected]

410.997.6000

Joseph T. Bradley

Managing Director

[email protected]

410.997.6000

Michael R. Rudderow

Analyst

[email protected]

410.997.6000