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Recruitment A Private Equity Perspective Chris Harper Managing Director Baird Capital Partners Europe

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About The Presenter Chris Harper 25 years within private equity Managing Director at Baird Capital Partners Significant experience of investing in the sector: 2

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Strictly Confidential Aston Carter Baird US introduced the acquirer of the business 01 Feb 2011 23:49 GMT Chris Harper, director of BCPE, said: Aston Carter was our 10th investment in the human capital sector and demonstrates that a focused strategy of investing in sectors that we know will realise strong results. Led to 2.5MMX exit Value Creation ( in millions) 2012 SE Mid-Market Management Team of the Year Actions: Accessed Baird resources to develop strategy for overseas growth and exit Introduced John Hubert as non-executive Chair, recruited new CFO and developed senior management structure Incentivised the senior managers to drive continued growth whilst retaining the motivation of the founders Significantly improved MIS reporting and financial/cash management to support growth Baird US introduced the acquirer of the business via business solutions conference Results: Geographic expansion (Netherlands, Singapore, Hong Kong, UK, France, Sweden) Built the customer base significantly by further penetrating core FS sector customers, developing new customers and growing consulting/corporate accounts Paid debt down c. 40% Rapid execution of strategy supported the business in the recession and has enabled rapid profit growth early in the recovery 3

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Baird: Human Capital is a core focus across the group Private Equity Investing Investment Banking Advising Equity Capital markets Researching 4

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Unparalleled Experience Dedicated coverage of all major human capital sectors Staffing HRO/BPO RPO PEO Payroll Benefits Admin. Recruiting HR ERP Corporate Training Transaction Experience Over 80 M&A and equity transactions since 1995 1) Illustrates select, relevant market participants. Human Capital Services Focus HR Technology HR Professional Services HR Outsourcing Services Bairds HCS Platform (1) 5

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Senior Research Analyst, Human Capital Services Over the past 12 years, focused on building the leading position covering the Human Capital Services sector Prior to joining Baird, spent six years with Wachovia Publishes Human Capital Services Metrics, Analysis, and Perspective on a monthly basis (HCS MAP) Mark MarconCurrent Coverage Human Capital Services Boiler (BoilerMod: 09/19/11) Experienced and Dedicated Research 6

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Human Capital Services Boiler (BoilerMod: 06/30/11) Modified Boiler (09/19/11) Track record of successful transactions provides access to, and credibility with, the global buyer group Undisclosed Value 2002 2005 2001199720032000200419991998 20072009200620102008201120122007 A Long History and Commitment to the Human Capital Sector 7

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Annual Business Solutions Conference Over 700 total attendees, with 850 one-on-one meetings held Selected 2012 Conference Attendees 2012 Key Statistics 19 Number of years Baird has hosted its Annual Business Services Conference 71 Number of companies presenting at the conference 194 Institutional investors in attendance 183 Private equity sponsors in attendance 8

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The Recruitment Industry is attractive to PE Investors 9

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What makes the sector attractive to Private Equity? A business where shareholders are open to investment That could be made attractive to a buyer at the time of exit That will enable the value of the investment to double in value over 4 to 5 years Large number of recruitment businesses led by hungry smart people Good history of M&A, secondary and IPO markets providing exits Proven ability to grow profits (cycles allowing) 10

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Where we are in the cycle Valuation Management depth and capability Positive market dynamic High quality company Clear exit potential Key Investment Criteria 11

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Indexed Share Price Performance Since 31 October 2008 Source: Capital IQ as of 22 June 2012. 27.2% 80.9% 8.2% 79.8% 26.0% 37.8% The general staffing market is recovering from early 2009 trough levels, although remains sensitive to economic conditions and sentiment Staffing Sector Indexed Share Price Performance 12

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Factors influencing valuation Primarily: Profits Scale Other factors: Sector Financial dynamics (margin, drop down) Perm v contract Valuation 13

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Median EV / EBITDA Multiple10 Year Median EV / EBITDA (LTM) Median Revenue GrowthMedian EBITDA Margin Source: Company accounts, Bloomberg and Capital IQ as of 22 June 2012. Note: All figures are calendarised to 31 December year end.. 2011A2012E Staffing Sector Valuation and Operating Performance 14

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Staffing Large Cap (EV / NTM EBITDA) Staffing Small Cap (EV / NTM EBITDA) Total Mean: 6.7x Total Median: 6.2x Full year 2011 and Q1 2012 results have generally been inline or above expectations: North American markets continued to grow modestly European markets were more robust than forecast Cyclical vs. structural growth catalysts within Large Cap portfolios Cyclical GDP growth (post recovery) will fade over the next few years to a normalised level Limited structural upsides in most developed markets Structural growth opportunities in emerging markets remain a key growth catalyst Wide disparity in valuation exists amongst Small Cap staffing companies as geographic and end market focus are key differentiating factors Source: Capital IQ as of 22 June 2012. Commentary Mean: 10.3x Median: 10.0x Mean: 8.5x Median: 8.5x Mean: 3.7x Median: 3.3x Total Mean: 9.8x Total Median: 10.0x Mean: 7.2x Median: 6.7x 20042005 20062007 20082009201020112012 20042005 20062007 20082009201020112012 Staffing Sector Historical Valuation Analysis 15

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Staffing Mid Cap North America (EV / NTM EBITDA) Staffing Mid Cap Europe (EV / NTM EBITDA) Total Mean: 8.9x Total Median: 9.4x North American Mid Cap valuation levels are more subdued as earnings recovery was underway North American Mid Cap staffing companies have seen top line year on year growth in 2011 despite sluggish economic conditions European Mid Cap companies showed a significant improvement in Q1 2012 following a comparatively subdued H2 2011 Higher European multiples also reflect the better business and margin profile of constituents of the European index However economic concerns in Europe have impacted valuations, which have recovered in Q1 2012 as European economies began to stabilise uncertainty remains ongoing Commentary Mean: 7.7x Median: 7.4x Mean: 10.8x Median: 10.8x Mean: 5.6x Median: 5.6x Total Mean: 8.1x Total Median: 7.5x Mean: 6.6x Median: 5.7x Margin recovery remains a key value driver as operating leverage are expected to further improve through the recovery 20042005 20062007 20082009201020112012 20042005 20062007 20082009201020112012 Source: Capital IQ as of 22 June 2012. Staffing Sector Historical Valuation Analysis (contd) 16

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Select Public Companies Supplementary Financial Data Source: Capital IQ as of 22 June 2012, research and press articles. (Local currency in millions, except per share data) 17

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DateCompanyVendorBuyerEVEV/EBITDA Jul-11Red CommerceInflexionDunedin448.0 Nov-10PulseHgBlackstone756.5 Jul-10Teaching PersonnelRJDGraphite456.9 Jun-10ICSInflexionBlackstone1107.0 Nov-09FDMP2PInflexion254.7 Dec-08Air EnergiFoundersPalatine305.6 Nov-07AMSAdventGraphite10012.0 Jul-07Teaching PersonnelFoundersRJD246.8 Mar-07Aston CarterFoundersBaird427.8 Sep-06NESBridgepointGraphite868.0 Mean (excl AMS)7.3 Median7.0 Debt availability is currently a brake on valuations Private equity multiples are in the range 5.5x to 7.5x EBITDA Private Equity Valuations 18

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NFI, margins, profits, flexibility Client dependency Geographic footprint Scalable and repeatable Activities, sector coverage & focus Quality of earnings Contract vs Perm Management Growth left on the table Can I make a return out of an investment in this business Other Investment Considerations 19

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Sector is attractive to private equity buyers Valuations are: 5.5x to 7.5x LTM EBITDA Debt availability is currently a brake on both valuations and ability to execute Critical success factors include: Management for now and at exit Clear vertical sector focus and discipline Scale and geography Exit planning: Ultimately being able to answer the question...Who will buy and why? Summary 20

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Thank You 21