2. FIRM OVERVIEW 2 Founded in 2004 Lower middle market Headquartered in Denver, CO Core team of 15 150+ years of combined M&A experience Known for extraordinary results Software/Tech Healthcare/Bioscience Energy Manufacturing/Dist. Consumer Pkg Goods Heavy Assets SERVICES BACKGROUND VERTICALS SERVICES

3. The Market Today Debt Markets Cheap Loose Private Equity 1.3T committed capital 2.6T assuming 50% leverage Strategic Acquirors In excess of 1T on balance sheets Private Equity is Paying More Than Strategics For the good companies 3 Dave Johnson

4. Top Things That Contribute to Enterprise Value Build a solid, professional management team Value should be in the management team, not in the CEO/Owner Create consistent, growing earnings No EKGs Clear vision of market, routes to market, and problem-solving offerings “We know where we are going; if you want to join us, you’ll have to pay…” Run a full auction process A competitive process 4 Lloyd Gottman

5. Worst Things to do Before an Exit Ignoring your advisors (wealth, tax, IB, management consulting) Do work with a knowledgeable tax advisor; it will save you A LOT of money Wealth strategies are key; think portfolio diversification Get an outside view of your business; one from the perspective of the buyer Paying attention to cocktail chatter about valuations Do understand the value drivers in the market – your specific market Do understand how they apply specifically to your firm Making wholesale changes to chase a higher valuation Do what you do very well Drive consistency, professionalism, incremental growth Ignoring preparation Do Initial due diligence review, including quality of earnings Do find the IB that works for you Financial Designs Ltd 5 Lauren O’Connell