GCA RE Tech 2019 Annual Review 1

PRELIMINARY CONFIDENTIAL DRAFT
PropTech Market Update

2019 Year-End Review
Introduction Market Summary Public Markets RRE Trends CRE Trends Financing Trends Appendix
EXECUTIVE SUMMARY – 2019 REAL ESTATE TECHNOLOGY

Another Record Year in PropTech M&A & Growth Equity Investment
» Equity and debt raised in U.S. PropTech was up 69% y/y in 2019 to $9.0bn, reflecting continued momentum for growth companies in the PropTech sector
− 78 deals of $20MM+ in equity investment, a 105% increase over 2018 → scale leaders emerging across all categories and investor appetite remains
strong to continue to back “winners” with incremental capital
− iBuyers and alternative RE financing firms are some of the biggest growth capital recipients in 2019 with major investments into companies like
Opendoor, Ribbon, Point, Figure and many others
» Significant M&A activity with 104 PropTech M&A deals in 2019

− M&A driven primarily by strategics, but financial sponsors (e.g. Silver Lake, Lovell Minnick, etc.) and sponsor backed strategics (e.g. Ellie Mae, MRI,
Lightbox, etc.) remain highly acquisitive as well
− Consolidation driven by economies of scale and the emergence of platform tech providers across different end markets (e.g. Lone Wolf in RRE,
Building Engines in CRE, Procore in ConTech, etc.)
» Sentiment for continued PropTech investment and M&A in 2020 remains strong with 96% of investors expecting either an increase or the same amount
of M&A activity in the next twelve months(1)
» GCA remains one the most active M&A and growth capital advisors in the PropTech segment globally, having advised on 6 deals in the sector in 2019 and
24 in the sector in the past 3 years
GCA 2019 PropTech Transaction Activity
Acquired by Acquired by Acquired by Acquired by Majority interest Acquired

acquired by
A Portfolio Company of A Portfolio Company of
We advised the seller We advised the seller We advised the seller We advised the seller We advised the seller We advised the buyer
Source: Capital IQ as of 1/25/20, Pitchbook, press releases.

(1) MetaProp Mid-year 2019 Global PropTech Confidence Index as of 7/24/19. 2
2019 PROPTECH SECTOR SUMMARY

Most active year in history
» $5.3Bn of investment in the residential real estate tech sector in 2019, primarily driven by tech enabled brokerages
(e.g. Compass, REX, Side, etc.), iBuyers (Opendoor, Offerpad, etc.) and an emerging category of alternative financing
firms associated with home equity / down payment assistance (e.g. Ribbon, Figure, ZeroDown, Hometap, etc.)
» RRE M&A activity driven by SaaS software consolidation in the broker, team and agent productivity category:
Residential Real Estate
/ / /
− GCA expects continued consolidation in the RRE software category as brokers, teams and agents demand
integrated enterprise end-to-end productivity platforms to control data and run more efficient operations
» Massive year of investment and growth for the CRE sector with 183 U.S. growth investments and $3.7Bn invested
into the space in 2019
» CRE data and productivity platforms attracting significant investment and were key M&A targets
Commercial Real
Estate Acquired by Acquired by
$128M capital raised $115M(1) investment
» CoStar, Real Page and MRI remain highly acquisitive, using M&A to add incremental products and expand into new
categories
» Highly active year for companies working to drive efficiency in the mortgage origination, closing, title and escrow
process
− Qualia, Spruce, Notarize, Modus and States Title all raised capital in 2019 to digitize and accelerate the title
Mortgage / P&C escrow and closing process
Insurance / Title − Mortgage customer capture platforms, Blend and Roostify, both raised capital in 2019
− Multiple rounds of investment in direct to consumer brands focused on renters and homeowner insurance (Kin,
Lemonade, Openly)
» Category M&A driven by Ellie Mae’s sale to Thoma Bravo and their subsequent acquisition of Capsilon

(1) Includes $89MM to buy out DMGT’s existing stake; includes an unknown amount of debt. 3
GCA 2019 PROPTECH TRANSACTIONS
GCA U.S. PropTech Team Global Leader in PropTech Advisory
Chris Gough
Managing Director Acquired Majority Acquired by Acquired by Acquired by
interest
Head of Real Estate Technology acquired by
Phone: (415) 318-3658 A Portfolio Company of A Portfolio Company of
cgough@gcaglobal.com
We advised the buyer We advised the seller We advised the seller We advised the seller We advised the seller
Marcus Anthony Zain Azeem

manthony@gcaglobal.com zazeem@gcaglobal.com
Lizzie Cooperstone Acquired by Majority Interest

Acquired by
Acquired by Acquired by Refinanced
lcooperstone@gcaglobal.com
Key Sub-Sector Coverage Verticals

We advised the seller We advised the seller We advised the seller We advised the seller We advised the lender
Residential RE Software
Commercial RE Software
Acquired by Acquired by Acquired by Acquired by Investment from
Mortgage / Lending
Title / Insurance We advised the seller We advised the seller We advised the seller We advised the seller We advised the seller
Home Services
Facilities Management a portfolio company of
Investment from Acquired by Acquired by MBO backed by
Construction Tech Acquired by
IWMS We advised the seller We advised the seller We advised the seller We advised the seller We advised the seller
4
GCA: A LEADING INDEPENDENT GLOBAL INVESTMENT BANK

Global investment bank providing strategic M&A and capital markets advisory services to growth companies and market leaders
MANCHESTER LEEDS
PARIS FRANKFURT
BIRMINGHAM MUNICH
KYOTO NAGOYA
ZURICH TOKYO
LONDON SHANGHAI
NEW YORK
MILAN
NEW DELHI OSAKA
TEL AVIV FUKUOKA
SAN FRANCISCO
TAIPEI
MUMBAI
SINGAPORE HO CHI MINH CITY
Global platform:
Sector expertise: Exceptional cross-
23 offices in key Experienced team:
Expansive coverage border capabilities:
markets across Over 450 employees
and deep Over a third of all
America, Asia and across the globe
specialization transactions
Europe
Broad spectrum
Diversified
Strong reputation of clients:
business model:
and track record: Leading
Geographically
High number of conglomerates, top
balanced, synergistic
repeat clients and private equity firms
and complementary
referrals and emerging high-
focus areas
growth companies
5
GCA operates as GCA in America and Asia, and GCA Altium in Europe
I. PROPTECH MARKET SUMMARY
II. PUBLIC MARKETS
III. RESIDENTIAL REAL ESTATE TRENDS
IV. COMMERCIAL REAL ESTATE TRENDS
V. MORTGAGE & FINANCING TRENDS
VI. ADDITIONAL TRANSACTION CASE STUDIES
VII. M&A AND MARKET COMPS BACK-UP
VIII. GCA 2019 TRANSACTION CASE STUDIES
6
ANOTHER RECORD YEAR – REFLECTED IN 2019 DEAL FLOW
U.S. Real Estate Technology Venture Investment (2014 - 2019)
($MM) Equity Raise Value Debt Raise Value

$8,981
324 U.S. PropTech deals in

2019, the most active year 69%
$2,060
of financing to date, totaling Increase in equity
$9.0Bn in equity and debt, & debt raised y/y
an increase of 69% y/y in
total funding
$5,308
Q1
$475 $2,153 Q4
$4,477
$2,730
$250
$8,981
$6,921 Q2
$2,748
$1,772
Q3
$1,823 $4,833
$4,226 $2,326
$1,339
2014 2015 2016 2017 2018 2019

Avg. Deal
Value:
$5.2 $10.6 $8.0 $20.6 $20.1 $21.4

Excludes Oyo Rooms and The We Company financing rounds.
Represents data across CRE / Investment, Residential Real Estate and Mortgage Technology.
7
INVESTMENT BY CATEGORY
U.S. Investment by Category from 2019 ($MM)
$3,692
Commercial
41% $8,981 debt
& equity
Commercial
raised $5,289
Residential
Residential
59%
CRE / Facilities Residential Real Estate Solutions
CRE Marketplace / Management iBuyers
Multi-family Financing Assistance
Construction Tech Referral Networks
Mortgage / Closing Software
P&C Insurance Tech
Construction Tech
Investment Marketplaces
8
ANOTHER RECORD YEAR – REFLECTED IN 2019 DEAL FLOW
U.S. Growth Capital Raises Greater than $20MM Top 10 U.S. Equity Rounds of 2019
($MM)
Increase in round sizes signals emergence

Latest
of scale leaders and reflects TAM for sub- Select Reported
categories of market Date Company Investor(s) Amt. Invested Funding to Date Valuation
8/21 $400 $565 $1,000
78
7/30 $370 1,513 $6,400
105%
Increase in 10/29 $319 $527 >$1,000
Capital Raises
Greater than
4/11 $300 $480 >$2,000
$20MM y/y
$1,345 Equity
3/20 $300 $3,800
/ $3,000 Debt
38
7/12 $225 $358 $1,100
32
2/20 $200 $297 NA
15 16 4/18 $160 $185 $240(1)
8
6/24 $130 $310 NA
5/14 $123 $468 $2,100

2014 2015 2016 2017 2018 2019
Source: Capital IQ as of 1/25/20, Pitchbook, press releases. (1) Estimated post-money valuation per Pitchbook.
Excludes Oyo Rooms and The We Company financing rounds.
Represents data across CRE / Investment, Residential Real Estate and Mortgage Technology.
9
GROWING ECOSYSTEM OF PROPTECH-FOCUSED PE / GROWTH INVESTORS

Portfolio Companies
10
REAL ESTATE PRIVATE COMPANY FUNDING LEADERS

Other Mega Funding Leaders
Equity Raised to Date:
>$500MM
1 ($4.4Bn) ($370MM) ($614MM) ($468MM)
$200MM - $500MM
1 ($3.1Bn) ($8.9Bn Equity /
$6.1Bn Debt)(1)
39 companies
$100MM - $200MM
1 raised $100MM+
126 companies
raised $25MM+
$50MM - $100MM
$25MM - $50MM
Source: Pitchbook, CB Insights, Company filings, Company websites, press releases.

(1) Funding totals exclude secondary transactions. 11
HEALTHY M&A MARKET
Annual U.S. PropTech M&A Activity Select U.S. 2019 PropTech M&A Transactions
($MM)
• Significant 2019 M&A activity Enterprise
Buyer Target Announced Date Value
− 80% strategic acquirers
11/6 $580
− 20% financial acquirers
11/6 NA
105 104
10/28 NA
10/1 $450
9/6 NA
8/21 NA
7/31 NA
57
7/16 NA
44 45
5/13 NA
4/22 NA
4/3 ~$220(1)
3/19 $2,083
3/13 $205
2015 2016 2017 2018 2019 3/7 ~$400(2)
2/12 $3,390
1/7 NA
Source: Pitchbook, 451 Research, press releases.
(1) Per The Real Deal New York Real Estate News.
(2) Per Skift News.
12
M&A BY CATEGORY
U.S. M&A Deals by Category from 2019
Buyer Target Buyer Target
46
Residential
/ Mortgage
44% 104 M&A deals 58
Commercial
56%
13
MOST ACTIVE ACQUIRERS IN REAL ESTATE TECHNOLOGY

Total # of
Deals
2017 2018 2019 (2017-2020 YTD)
19
(2020)
11
(2020)
5
Notes: Listed targets reflect publicly-announced transactions.

14
II. PUBLIC MARKETS
15
PUBLIC COMPANY PERFORMANCE

LTM Share Price Performance
FICO: 77% TRU: 52% EXPN: 38%
68% MCO: 62% EFX: 45%
53%
48% 51%
42%
37%
31%
28% 29%
8%
0%
(7%)
(12%) (7%)
(32%)
(52%)
Feb-19 Mar-19 Apr-19 May-19 Jun-19 Jul-19 Aug-19 Sep-19 Oct-19 Nov-19 Dec-19 Jan-20 Jan-20
RE Media / RE Data / RE Property Mgmt Traditional Commercial Credit / Mortgage RE Sharing Residential
Broader Data
Portals Software Software Mortgage / Title Brokerage Marketing Economy / Travel Brokerage
Public Real Estate Technology Ecosystem
Property
Broader Data RE Data Traditional Commercial Credit / Mortgage RE Sharing Residential
RE Media / Portals Management
/ RE Software Mortgage / Title Brokerage Marketing Economy / Travel Brokerage
Software
53% 51% 42% 37% 31% 29% 0% (7%) (7%)

Source: Capital IQ as of 2/5/20.
16
PUBLIC COMPANY VALUATION

Enterprise Value / 2020E Revenue Enterprise Value / 2020E EBITDA
12.7x
23.1x
19.0x 19.0x 18.8x
7.5x
5.2x 11.9x
10.1x 9.1x
3.4x 3.2x 7.5x 7.2x
2.2x 2.0x
1.4x 1.1x
Property Credit / RE Sharing Traditional Property Credit / RE Sharing Traditional

RE Media / Broader RE Data / RE Residential Commercial RE Media / RE Data / Broader Commercial Residential
Mgmt Mortgage Economy / Mortgage Mgmt Mortgage Economy / Mortgage
Portals Data Software Brokerage Brokerage Portals RE Software Data Brokerage Brokerage
Software Marketing Travel / Title Software Marketing Travel / Title
Public Real Estate Technology Ecosystem

Property
Broader Data RE Data Traditional Commercial Credit / Mortgage RE Sharing Residential
RE Media / Portals Management
/ RE Software Mortgage / Title Brokerage Marketing Economy / Travel Brokerage
Software
7.5x / 18.8x 12.7x / 23.1x 3.2x / 19.0x 5.2x / 19.0x 1.4x / 7.2x 1.1x / 10.1x 3.4x / 11.9x 2.0x / 7.5x 2.2x / 9.1x

Multiples represent median value of sector group.
eXp World Holdings and Purplebricks Group excluded from Residential Brokerage’s EV / EBITDA calculation.
17
II. PUBLIC MARKETS
18
RESIDENTIAL REAL ESTATE TRENDS
RRE Themes Top 10 U.S. RRE Equity Rounds of 2019

($MM)
Latest
Select Reported
Theme 1: Growth of
Date Company Investor(s) Amt. Invested Funding to Date Valuation
iBuyers
7/30 $370 $1,513 $6,400
$1,345 Equity /
3/20 $300 $3,800
$3,000 Debt
Theme 2: RRE
enterprise software 10/15 $71 $81 $30
platforms expand via
M&A $150 Equity /
3/14 Undisclosed $70 $575
$825 Debt
$63 Equity / $119 Equity /

11/5 $498
$46 Debt $46 Debt
Theme 3: Customer
capture / 3/5 $48 $115 $355
qualification driving
multiple modes of
monetization 3/19 $45 $76 $135
1/22 Diana Nelson $45 $121 NA
Theme 4: Tech / $53 Equity /

hybrid brokerage 9/25 $43 $163
$120 Debt
models remain
attractive
11/19 Ken Griffin $40 $121 NA
19
RRE Trends Theme 1 Theme 2 Theme 3 Theme 4
THEME 1: GROWTH OF IBUYERS
iBuyer Funding History ($MM) Select iBuyer Landscape

($MM)
$2,509
Founded /
Company Entered Funding ($MM) Current Markets
$1,345 Equity /
2014 21
$3,000 Debt
$150 Equity /
2015 15
$825 Debt
$61 Equity /
$1,613 2015 5
$394 Debt
2017 Mkt Cap: $9.3Bn 10

$1,254
2017 Mkt Cap: $2.0Bn 21
$425
2018 Mkt Cap: $1.1Bn 10
2018 iBuyer National Market Share (Purchases)(1)
$896
$298 $829
$250
$47
26%
2017 2018 2019
Equity Raise Value Debt Raise Value

71%

(1) Mike DelPrete 2019 iBuyer Report. 20
THEME 1: GROWTH OF IBUYERS

Case Study: Zillow Continues Roll Out Of Its Offers Program
Offers Program Zillow 3-Year Stock Price Performance
− On April 12, 2018 Zillow (NasdaqGS: ZG) announced plans to expand its $70.00 7.0mm
“Offers” (iBuyer) program, following its launch in early 2017
$60.00 6.0mm
− Zillow’s iBuyer program is now active in Atlanta, Charlotte, Dallas, Denver,
Houston, Las Vegas, Phoenix, Raleigh and Riverside and has grown the $50.00 5.0mm
program to 21 markets, as of 2/5/2020
$40.00 4.0mm
− Zillow believes the iBuyer program represents a $1.8Tn TAM
$30.00 3.0mm
− In 2018, Zillow purchased 686 and sold 177 homes; the program
$20.00 2.0mm
accelerated in 2019, with 2,291 purchased and 1,211 sold homes in Q3
2019 alone; 2,822 homes are held in inventory as of November 7, 2019 $10.00 1.0mm
− Purchasing homes presents Zillow with an opportunity to enter into $0.00 0.0mm
adjacent markets such as mortgage / title
Offers Purchasing and Financing Offers Model

− Zillow will focus on single family homes Revenue (Selling price of homes)
priced between $200k - $300k
Less: Purchase price of homes
− Zillow will commit ~20% of the value of Less: Costs to purchase homes (commissions, escrow, title)
the home in equity, with the remaining
balance held as debt Less: Home improvement costs (including direct labor)
Gross Margin
− Zillow will work with lenders to create a
funding vehicle to finance these Less: Holding costs (insurance, taxes, HOA fees)
properties Less: Costs to sell homes (closing costs, commissions, escrow, title)
− Zillow assumes a 90-day holding period Less: Corporate overhead (indirect labor, marketing)
EBITDA
“Assuming an average transaction value of ~$260k Zillow can expect a net

operating profit of ~$7k (~3% margin)” (2)
Source: Capital IQ as of 1/24/20, press releases, public filings, Cowen Research, Susquehanna Financial Group, Pitchbook, company websites.
Cowen Research, 4/26/18. 21
THEME 2: RRE ENTERPRISE SOFTWARE PLATFORMS EXPAND VIA M&A
Front-end Marketing & Sales Back-end Operations
Capture & nurture Convert & manage Ancillary components

Generate leads Manage transaction Accounting
leads leads (closing, title, etc.)
Manage data streams

Scaling RRE Enterprise
Software
22
THEME 3: CUSTOMER CAPTURE / QUALIFICATION DRIVING MULTIPLE MODES OF MONETIZATION
Total Addressable Market ($Bn)
2018 existing home

2018 homeowners’ sales (NAR) *
+ renters’ insurance average home sales
industry revenue price (NAR) * 5.08% 2018 Origination
(IBIS World) commission rate Units (Mortgage
(Real Trends 2018 Bankers
$108
Average) Association) *
$4
Renters’ $9.7K revenue per
$87 loan (Compass
Point Research)
$64
$104 $19 2018 title industry

Homeowners’ Refinancing Borrell Associates revenue (IBIS
2019 World)
$46 $18
$17 $16
Purchase
(1) (2) (3) (4) (5)

Insurance Real Estate Brokerage Retail Mortgage Real Estate Internet, Media Title Insurance
Commission Origination & Tech
Source: 2018 Origination Units (Mortgage Bankers Association) * $9.7K revenue per loan (Compass Point
2018 homeowners’ + renters’ insurance industry revenue (IBIS World).
2018 existing home sales (NAR) * average home sales price (NAR) * 5.08% commission rate (Real
Research).
Borrell Associates 2019.
23
Trends 2018 Average). 2018 title industry revenue (IBIS World).

Case Study: HomeLight Raises $109MM in Series C Round (Equity + Debt)
Transaction Overview HomeLight Overview
Headquarters: San Francisco, CA
− On November 5, HomeLight announced that Founded: 2012
it had raised $63MM in equity led by Zeev
Description: Operator of a real estate platform that aims to simplify the
Ventures with participation from Group 11,
transaction process for homebuyers and sellers. HomeLight
Menlo Ventures, Crosslink Capital, Stereo provides software and services to home buyers, sellers and real
Series C Capital and others as well as secured $46MM estate agents, such as HomeLight Agent Matching, the investor
in debt financing matching platform Simple Sale, HomeLight Home Loans, and
HomeLight Closing Services
− This brings the company’s total funding to
~$165MM to date (including debt) Current Investors:
− HomeLight plans to use its new funding to

$109MM Raised expand its capabilities, including agent
matching, title, escrow and mortgage
services
Product Overview
HomeLight Fundraising Timeline
Agent Matching ($MM) Seed Seed Series A Series B Series C
Analyzes millions of real estate transactions and agents to refer buyers and sellers to Date NA 8/26/14 4/18/16 8/15/17 11/5/19
70,000+ in-network real estate agents based on customizable metrics
Equity Raised $0.4 $4.5 $10.4 $40.0 $63.0
Debt Raised $0.0 $0.0 $0.6 $0.0 $46.0
HomeLight Home Estimates Home Loans Total Raised to Date $0.4 $4.9 $15.9 $55.9 $164.9
Simple Sale
Taps into a network of Customers pair answers Apply in as little as 30 Select Deal Commentary
150+ pre-approved cash to a few questions with minutes and HomeLight
buyers who compete to
buy homes.
housing market data
from multiple trusted
Home Loans will
underwrite customers “estate
HomeLight's evolution from a single-product company to a real
platform aligns with our vision for the future of real estate. I
The service is free to sources and HomeLight within 1 business day
sellers with no then predicts the home’s before an offer is made. am thrilled to partner with HomeLight to build the real estate
obligation to accept,
and sellers receive
current value Once approved,
HomeLight guarantees
platform and power the real estate transaction of the future. ”
offers within 2 minutes a 21-day closing table Oren Zeev, Managing Director,
Zeev Ventures
Source: Pitchbook, Company website, press releases.
24

Company Profile: OJO Home
OJO Home Overview OJO Home Highlights
Headquarters: Austin, TX
Founded: 2015 Currently serves 100 Million 2019
Description: Developer and operator of an AI-enabled personal assistant for 12 U.S. Property Records,
Winner of HousingWire
Covering 99% of U.S.
realtors and homebuyers that curates properties based on Markets MLSs in U.S. & Canada
HW Tech100 Award
buyers’ preferences and connects them with qualified real estate
agents. The Company offers a platform for agents to find clients
and engage them with personalized insights
Acquisition Timeline
Current Investors:
Oct Provider of a real estate agent software platform, offering

2019 custom websites, CRM and ai-driven collaborative home search
Oct Provider of real estate websites with lead capture capabilities,

2018 MLS data services and property search tools
OJO Home Fundraising Timeline ($MM) Product Overview

New Funding
$71 Find a Home
• AI engine intuitively processes a wide range of homebuyer preferences
and highlights relevant properties in the market
• Buyers can speak with the built-in chatbot to ask questions on properties
as if they were asking a knowledgeable real estate agent
$45
Connect with an Agent
• OJO connects homebuyers with qualified local real estate agents
• Agents can leverage OJO’s analytics insights on their clients’ preferences
and financial situations to tailor their recommendations
$26 • Agents can also communicate with clients via the OJO app
$21 Partnerships & Integrations

$6
$6
Jan-16 May-18 Mar-19
Source: Company website, Pitchbook, press releases.

25
II. PUBLIC MARKETS
26
COMMERCIAL REAL ESTATE TRENDS
CRE Themes Top 10 U.S. CRE Equity Rounds of 2019

($MM)
Latest
Select Reported
Theme 1: Data drives
Date Company Investor(s) Amt. Invested Funding to Date Valuation
valuation in CRE
8/21 $400 $565 $1,000
10/29 $319 $527 >$1,000
Theme 2: Expansion /
investment behind 7/12 $225 $358 $1,100
software productivity
platforms
2/20 $200 $297 NA
4/18 $160 $185 $240(1)
Theme 3: M&A rollup 5/14 $123 $468 $2,100

strategies in building
operations
6/3 $115 $123 $220
1/16 $100 $140 NA
Theme 4: Highly
active shared space / 5/7 $90 $178 $1,000
marketplace
category
8/22 $80 $222 NA
Source:
(1) Estimated post-money valuation per Pitchbook. 27
CRE Trends Theme 1 Theme 2 Theme 3 Theme 4
THEME 1: DATA DRIVES VALUATION IN CRE

Case Study: Reonomy Raises $60MM in Series D Round
Transaction Overview Reonomy Overview
− On November 7, Reonomy announced that it Headquarters: New York, NY
had raised a total of $60MM in its Series D
Founded: 2013
round led by Georgian Partners with
participation from new investors Wells Fargo Description: Developer of a commercial real estate (CRE) data and analytics
platform. Reonomy leverages big data, machine learning and
Strategic Capital, Citi Ventures and Untitled
partnerships to integrate the fragmented, disparate world of
Series D Investments and existing investors including
commercial real estate
Bain Capital Ventures, Primary Venture
Partners and Sapphire Ventures Current Investors:

~$128MM to date
− Reonomy plans to use its new funding to
$60MM Raised
expand its machine learning capabilities and
platform-driven applications and accelerate
its international expansion Reonomy Fundraising Timeline
Product Overview
($MM) Seed Series A Series B Debt Series C Series C-II Series D
Data Network Date 3/1/13 3/10/14 1/2/15 4/14/15 2/6/18 6/13/18 11/7/19
• Aggregates data from an unprecedented network of providers, including
Equity Raised $1.5 $3.7 $13.0 $0.0 $16.0 $30.0 $60.0
all 3,100 local county assessors in the U.S., secretaries of state, census
data, title companies, and commercial data & geospatial providers Debt Raised $0.0 $0.0 $0.0 $4.0 $0.0 $0.0 $0.0
Total Raised to Date $1.5 $5.2 $18.2 $22.2 $38.2 $68.2 $128.2
AI: Machine Learning

• Machine learning algorithms take data from any source and restructure it Select Deal Commentary
using Reonomy’s own universal language: the Reonomy ID
• The platform leverages artificial intelligence to provide predictive
analytics
“resolve
Reonomy has developed a powerful platform to integrate and
sources of commercial real estate data into a single, unique
• After 6 years in market, the algorithms have been trained on billions of
unique data points and feedback from thousands of users identifier for every CRE asset in the United States. This unique
identifier is being leveraged by some of the largest enterprises in the
Partners world to tie together their public, proprietary, and third party data
sources and to create a level of visibility into real estate assets that
was previously unattainable. ”
Exclusive Data Access Agreements Emily Walsh, Principal, Georgian
Partners
Source: CB Insights, Pitchbook, Company website, press releases.
28

Case Study: CoStar Group Acquires STR
Transaction Overview CoStar Group Financial Detail(2)
Revenues Adj. EBITDA
$1,677
− On October 1, CoStar Group announced its CAGR:
plan to acquire STR, one of the country’s 19%
$1,389
largest hotel data aggregators. The
transaction closed on October 22 $1,192
− The all-cash deal for STR was valued at $450 $965

To be acquired by million, ~7.0x EV / 2019E Revenue and $838
~28.1x EV / 2019E EBITDA
$499 $535
− The acquisition will allow CoStar to expand $418 CAGR:
their office and industrial property database $280 20%
$256
to include hotel data(1)
CY16A CY17A CY18A CY19E CY20E

CoStar Group 3-Year Stock Price Performance & Select Acquisition History
$800.00 2.0mm
October 1, 2019
$700.00 1.8mm
July 18, 2017
1.6mm
$600.00 October 12, 2018
1.4mm
$500.00 September 12, 2017 1.2mm
March 10, 2017
$400.00 1.0mm
June 20, 2019 0.8mm
$300.00
0.6mm
$200.00 November 8, 2018
0.4mm
$100.00 0.2mm
$0.00 0.0mm
Nov-17
Nov-18
Nov-19
May-17
May-18
May-19
Sep-17
Sep-18
Sep-19
Jan-17
Jul-17
Jul-19
Jan-20
Jan-18
Jul-18
Jan-19
Mar-17
Mar-18
Mar-19
Source: Capital IQ as of 1/25/20, Company website, press releases.

(1) Commercial Observer, 10/1/19.
(2) Projected figures per Wall Street research consensus.
29

Case Study: CoStar Group Acquires STR
Strategic Rationale
STR will complement CoStar’s existing offerings and empower CoStar

to provide valuable new services to investors and service providers in the
STR has become the gold Founded in 1987, CoStar hospitality industry
standard in the global conducts expansive, ongoing
hospitality industry for premium research to produce and The combination of the two companies’ offerings will allow CoStar to
data analytics, performance maintain the largest and most create valuable new and improved tools for investors, lenders, and service
benchmarking and market comprehensive database of providers for use in developing, financing, valuing, and selling hotel
insights having grown its data commercial real estate properties
assets, product offerings and information.
CoStar will focus on a number of attractive growth areas, including creating
geographic reach over the past
powerful hotel data and analytics in CoStar Suite, driving international
34 years. penetration, building and selling new products and expanding benchmarking
to other areas
STR Highlights Select Transaction Commentary
Aggregates data from over

Aggregates data from nearly “reputation
STR brings an unrivaled
within the global
“become
We are very excited to
part of CoStar. CoStar
nine million guest rooms in
65,000 hotels worldwide hospitality industry for their brings leading technologies,
over 180 countries
data integrity, reliability and analytics and sales capabilities
strict confidentiality, and we that we believe will enable STR
look forward to continuing to to accelerate growth and
Distributes more than 1.2 370 employees in 15 build on these core values in increase the value and insights
million reports each month countries “
the next chapter of STR’s
“
we provide to our hospitality
growth. clients.
Provides building Andrew Florance, Amanda Hite,

information on 80,000 Founder and CEO, President and CEO,
hotels CoStar Group STR
Source: Company websites, press releases.

30

Case Study: Real Capital Analytics Raises $115MM in Debt and Equity for Recap & Expansion
Transaction Overview RCA Overview
Headquarters: New York, NY
− On June 3, Real Capital Analytics (RCA) Founded: 2000
announced that it had received growth
Description: Provider of commercial real estate market data and analytics. The
funding from Susquehanna Growth Equity
Company offers a database of commercial real estate
(SGE) in a combination of cash and debt transactions, property sales, recapitalization and refinancing
PE Growth totaling $115MM across markets and property types, enabling investors, lenders,
brokers and advisors to get comprehensive data and unique
− The investment valued the Company at
insight to formulate investment strategy, assess risk, source new
~$220MM
opportunities and execute transactions
− $89MM will be used to purchase Daily Mail Current Investors:
and General Trust’s 40% stake acquired in
$115MM Invested 2007
− RCA plans to use the remaining $26MM for
investments in overseas CRE data firms
RCA Fundraising Timeline
RCA Highlights
($MM) Series A Recapitalization / PE Growth
Current Investments Market-Leading Position Date 1/1/07 6/3/19
2015 200,000 Amount Raised $7.5 NA

Investors Profiled Post-Money
Indian commercial real estate data and $18.8 ~$220
Valuation
analytics provider
$18Tr Select Deal Commentary
2017 Total recorded
Dutch commercial real estate data and

transaction value “that
My team and I are confident
SGE will provide
“White
We’ve gotten to know Bob
and the RCA team over
analytics provider tracking over 400,000 172 tremendous support, expertise
“ the last decade and could not
buildings Countries Tracked and financial flexibility to RCA. be more excited to support
RCA as it continues to
2018 / 2016 “
transform the commercial real
Commercial real estate data and analytics
100% estate industry.
provider for U.S. and Latin American Penetration with Scott Feldman, MD,
top CRE brokers Bob White, Founder &
properties SGE
CEO, RCA
Source: Pitchbook, Company website, news reports, press releases.
31
THEME 2: EXPANSION / INVESTMENT BEHIND SOFTWARE PRODUCTIVITY PLATFORMS

Case Study: LightBox – Building a Leading CRE Platform
▪ LightBox has assembled a leading end-to-end commercial real estate technology platform:
− Acquired four companies since April 2018, that collectively create one of the largest tech players in the CRE market
− Platform built to service all constituents in the CRE transaction: brokers, lenders, commercial services firms, investors and CRE
transaction service providers
Database of environmental
records and land use
information / underwriting &
Customer relationship
due diligence platform
management software
The world’s largest online commercial real estate Cloud-based real
designed to organize
transaction marketplace, SaaS transaction management estate data, analytics
contacts and track
and business intelligence platform and GIS solutions Real estate appraisal
properties
management software
Market Data / Appraisal /

Broker
Transaction Transaction Transaction Investor Analytics / Underwriting
CRM Business
Marketing Marketplace Workflow Portal Geospatial Data /
Intelligence
Solutions Services
Sale / Purchase Due Risk Data

Applications Transactions
Leasing Lending Refinancing
Diligence
Auctions
Mitigation Licensing
Valuation
Commercial Capital Government Environmental

Customers Services Firms
Investors Lenders Appraisers
Markets
Developers
Planners
Builders
Firms
32
THEME 2: EXPANSION / INVESTMENT BEHIND SOFTWARE PRODUCTIVITY PLATFORMS

Case Study: Juniper Square Raises $75MM in Series C Round
Transaction Overview Juniper Square Overview
− On November 21, Juniper Square announced Founded: 2014
that it had raised a total of $75MM in its
Description: Provides a software platform that streamlines fundraising,
Series C round led by Redpoint Ventures with investment operations and investor reporting for the commercial
participation from Felicis Ventures, Ribbit real estate industry. The system is used by hundreds of
Series C Capital and Zigg Capital investment sponsors to manage nearly $800B in real estate
investments (5% of total U.S. CRE market capitalization). The
− This brings the Company’s total funding to
Company aims to bring public equities market-like transparency
~$108MM to date and ease of transactions to commercial real estate
− Juniper Square plans to use the new funding Current Investors:
to continue to expand its headcount, capital
$75MM Raised markets operations and overall scope of
business
Product Overview Select Clients

Juniper Square Fundraising Timeline
Database for current and prospective
CRM ($MM) Early Stage VC Series A Series B Series C
investors and other business contacts
Date 1/6/16 1/31/18 12/12/18 11/21/19
Equity Raised $1.9 $6.0 $25.0 $75.0
Target clients and prospects, organize
Fundraising Total Raised to Date $1.9 $7.9 $32.9 $107.9
and track fundraising and securely
Automation
distribute offering documents
Select Deal Commentary
Manage investment ownership / cap
Partnership
Accounting tables and investor records “markets
At Redpoint, we look for visionary founders who can create new
or redefine existing ones – and that’s Alex and Juniper
Square. To succeed in commercial real estate, you need the trust
Customizable capital account
Investor
statements, transaction notices and of key players, and to win that trust, you need industry context,
Reporting
other investor reports which Alex and his team have in droves to complement their
software expertise. ”
Secure access to documents and
Investor Portal Elliot Geidt, Partner, Redpoint
investment performance in the cloud

33
THEME 3: M&A ROLLUP STRATEGIES IN BUILDING OPERATIONS

Company Profile: BuildingEngines
Building Engines Overview Building Engines Highlights
Headquarters: Boston, MA
Founded: 2000
Description: Provider of a building operations software suite, offering SaaS
750 25,000+ 2.4M+
web and mobile portfolio management platforms. The Company’s Clients Buildings Managed Sq. Ft. Managed
products streamline operations by connecting commercial real
estate stakeholders on a unified platform, automating workflows
and delivering data and insights for property owners and Products and Solutions
managers. Its suite of solutions supports the full range of critical
building operations, including tenant engagement and service, Tenant Service • Work order communication &
maintenance management, communications, task and • Tenant information /
scheduling
operational risk management. • Resource / amenity
payment portal
scheduling
Current Investors: • Tenant survey tools
Maintenance • Vendor portal

Wellfleet Capital • Space visualization
• Preventative maintenance
Partners • RFP automation
scheduling
• Inspection organization tools
Management • Visitor access
Risk Management
• Fire & life safety management
Tim Curran CEO David O’Connor CFO • Insurance certification
• Incident tracking
Daniel Cozza Chief Product Officer Lou Jordano CMO
Nina Laven Chief People Officer • Mobile tenant center
Communications
• Tenant support chatbot AI
• Property websites
Acquisition Timeline • Broadcast messaging
Nov Provider of a property management RFP automation platform

2019 that simplifies RFP generation, scheduling and coordination Fundraising Timeline ($MM)
New investment Existing Funding $39
Provider of software solutions and managed services for
May
commercial real estate, such as space management software, $27 $13
2019
building compliance and acquisition and disposition services
Provider of a facility management software for large
May $27
commercial buildings and other properties, such as stadiums,
2018
that tracks building operations and customer experience data
Source: Source: Capital IQ as of 1/25/20, Company website, press releases.

Oct-16 Oct-19
34
THEME 4: HIGHLY ACTIVE SHARED SPACE / MARKETPLACE CATEGORY

Case Study: Vacasa Raises $319MM in Series C Round
Transaction Overview Vacasa Overview
Headquarters: Portland, OR
− On October 29, Vacasa announced that it had Founded: 2009
raised a total of $319MM in its Series C
CEO & Founder: Eric Breon
round led by Silver Lake with participation
from Riverwood Capital, Level Equity and Employees: ~3,300
Series C NewSpring Description: Publishes clients’ property listings on top hotel & rental platforms
and hires local housekeepers and property managers. The end-to-
− This brings the company’s total funding to end vacation rental service aims to provide optimal financial
~$530MM to date and brings its valuation to returns for owners and streamline the booking process for guests
over $1Bn
Current Investors:
− Vacasa plans to further enhance its industry-
$319MM Raised leading technology platform, accelerate
expansion into new markets and grow new
offerings Vacasa Fundraising Timeline
Vacasa Highlights ($MM) Series A Series B-I Series B-II Series C

Date 11/14/16 10/17/17 10/18/18 10/29/19
Amount Raised $45.0 $103.5 $64.0 $319.0
Raised to Date $45.0 $148.5 $212.5 $531.5
3,300+ 2MM+ 17+ 23,000+

Guests per Vacasa Select Deal Commentary
Employees Countries
Year Homes
“become
[Vacasa] has the potential to
a global brand that
“almost
Vacasa’s revenue has grown
seven-fold since our
Booking Partners stands for superior financial Series A investment nearly
returns for homeowners and four years ago, and we
exceptional experiences for expect growth to accelerate
guests.” in 2020. ”
Joerg Adams,
Ben Levin, Founder,
Managing Director,
Level Equity
Silver Lake

35
THEME 4: HIGHLY ACTIVE SHARED SPACE / MARKETPLACE CATEGORY

Case Study: Vacasa Raises $319MM in Series C Round
Product Summary
Rental Income Estimator Rental Listings Marketing Support Property Management
• Provides rental income estimator • Builds customers’ listings with a 3D • Provides marketing support through • Vacasa homes are cared for by local
tools, leveraging its industry-leading virtual tour and high-quality HD interior design consultations and staff, including housekeepers and a
database of rental histories of its photography professional photography shoots local property manager
23,000 homes under management to • Listings will be prominently featured • Digital marketing specialists ensure • Provides 24/7 support from Vacasa’s
automate pricing on Airbnb, Vrbo, HomeAway, Vacasa homes are highly visible with reservations and customer service
• Informed by factors such as weather, Booking.com, etc. targeted multi-channel campaigns teams
local events and historic trends, rates across search engines, display • Implements guest screening and
update multiple times per day advertising, social media and email liability protection
Ancillary Real Estate Buy a Vacation Sell a Vacation Industry

Functions: Agent Network Home Home Insights
Number of Properties Recent Acquisition & Ownership Timeline

25,000 Jul $162 million deal expands Vacasa’s portfolio to more than
20,000 2019 23,000 vacation homes around the globe
15,000
Jun Take over the management of its 85 properties in Seattle,
10,000 2019 Stevens Pass, and Leavenworth, Washington
5,000
Apr
0 Added 450 units in destinations along the Florida Gulf Coast
2019
Apr-16
Apr-19
Dec-14
Dec-18
Mar-18
Nov-16
Nov-17
Feb-17
Sep-17
Oct-15
Oct-16
Oct-18
Oct-19
Jul-16
Jul-17
Jul-18
Jul-19
Aug-14
Mar Added 12 properties in New Orleans and partners with all the
2019 major booking channels (Airbnb, Booking.com, etc.)
Portfolio increase from the Wyndham Vacation Rentals acquisition

36
II. PUBLIC MARKETS
37
MORTGAGE / INSURANCE / FINANCING TRENDS
Mortgage / Insurance / Financing Themes Top 10 U.S. Mortgage / Insurance / Financing Equity Rounds of 2019
($MM)
Theme 1: Alternative
Latest
financing products
Select Reported
going strong Date Company Investor(s) Amt. Invested Funding to Date Valuation
4/11 $300 $480 $2,000
Theme 2: Closing /
6/24 $130 $310 NA
title software raising
significant capital in
2019 12/5 $103 $225(2) $1,200
12/11 $100 $115 NA
Theme 3: Customer
7/24 $100 $210 $1,000
capture platforms
1/31 $75 $254 $885
Mortgage Originations(1)
8/19 $65 $254 $885
$2,052 $2,068
$1,914
$1,760 $1,676 2/27 $65 $225(2) $1,200
$796 $609
$1,026 $467
$704
10/28 $60 $111 $330
$1,209 $1,272 $1,305

$1,026 $1,056 1/29 $58 $115 $155
2016A 2017A 2018A 2019E 2020E

New Purchase Volume ($Bn) Refi Volume ($Bn)
Source:
(1) MBA Mortgage Bankers Association, 12/13/19.
(2) Per FinSMEs report.
38
Financing Trends Theme 1 Theme 2 Theme 3
THEME 1: ALTERNATIVE FINANCING PRODUCTS GOING STRONG
Alternative Financing Funding History ($MM) Select Alternative Financing Landscape

($MM)
$1,683
Founded
Company / Entered Funding ($MM) Description
Provides cash offers to purchase a

$54 Equity /
2018 new home, leasing it to the buyer
$505 Debt until the buyer's old home sells
Provides financing and debt

$223 Equity / consolidation underwritten by
2018 home equity as well as home sale-
$1,015 Debt
leaseback options
Provides home co-investing,

$1,503 2004 $40
allowing buyers to purchase homes
with smaller down payments and
homeowners to sell equity
Purchases houses on behalf of

homebuyers and offers financing to
2018 $36 buy back the property, allowing
purchases with no down payment
$451
Equips homebuyers with pre-
$115 $49 Equity / approved cash offers as well as
2015 assistance with home inspection
$104 Debt
and valuation
$336
$23 Equity / Provides home sale-leaseback
$14 $180 2016 financing services
$303 Debt
2017 2018 2019

Purchases home equity and
2017 $115 provides cash upfront, using funds
from accredited investors
Equity Raise Value Debt Raise Value
39
THEME 1: ALTERNATIVE FINANCING PRODUCTS GOING STRONG

Case Study: Ribbon Raises $330MM in Series B Round (Equity + Debt)
Transaction Overview Ribbon Overview
− On October 29, Ribbon announced that it Founded: 2017
had raised $30MM in equity led by Greylock
Description: A financial technology company that works with lenders and local
as well as secured $300MM in a debt facility
realtors to help homeowners buy a new home before they sell
from Goldman Sachs their existing home by upgrading customers’ offers to cash and
Series B removing financing contingencies
− The $300MM debt facility includes an option
to be increased by an additional $220MM Current Investors:

~$559MM(1) to date (including debt)
− Ribbon plans to use its new funding to Ribbon Fundraising Timeline
$330MM Raised facilitate the company’s expansion into new
markets and accelerate product ($MM) Seed Series A (2) Series B
development efforts Date 10/18/17 10/25/18 10/29/19
Product Overview Equity Raised $4.0 $20.0 $30.0
Debt Raised $0.0 $205.0 $300.0
Ribbon Buyers sort out Total Raised to Date $4.0 $229.0 $559.0
Buyer finds a Close in as little
upgrades offer financing over
home as 14 days
to cash 180 days
For Buyers Select Transaction Commentary

• Pre-approves and upgrades customers’ offers to cash within 24 hours
• Makes customers more competitive in the market, makes their purchase
more affordable and provides them with certainty of moving into their
“theSince leading the seed round,
Ribbon team hasn't slowed
“technology
Ribbon is proving that superior
and data plus capital
new home on time by removing every contingency except inspection down when it comes to is what it will take to truly
For Agents innovating, and Greylock is transform the real estate
• Step in to reserve customers’ homes if realtors need time to get their thrilled to continue our support industry. As Ribbon continues to
mortgage documentation and approvals in place
as the company builds new, expand across the U.S., buyers
“
• Both buying and listing agents earn full commission and get access to
tools like free valuations and a personal account manager transformative technology for the and sellers are the real winners.
“
real estate industry and expands
For Lenders into more markets.
• Enables lenders to fund more offers
• Increases pull-through rate
• Tracks all buyers in one place
Josh McFarland, Pete Flint, Managing
Partner, Greylock Partner, NFX

(1) Including $505MM of known debt.
(2) Equity / debt split estimate per Pitchbook.
40
THEME 2: CLOSING / TITLE SOFTWARE RAISING SIGNIFICANT CAPITAL IN 2019

Case Study: Qualia Raises $55MM in Series C Round
Transaction Overview Qualia Overview
− On November 13, Qualia announced that it Founded: 2015
had raised a total of $55MM in its Series C
Description: Developer of a digital real estate closing platform for homebuyers
round led by Tiger Global, with participation and sellers, title and escrow agents, underwriters and lenders,
from existing investors Bienville Capital, 8VC that provides connectivity between stakeholders to streamline
Series C and Menlo Ventures the home closing experience. The Company also offers various
business tools for title and escrow agency operations
− This brings the Company’s total funding to
~$95MM to date Current Investors:
− Qualia plans to use the new funding to

expand its product, engineering and go-to-
$55MM Raised market teams, with a focus on accelerating
growth and building strategic partnerships
Product Overview Qualia Fundraising Timeline

(1)
Product Summary Market-Leading Position ($MM) Series A Series B Series C
Date 10/13/15 10/1/18 11/13/19
Qualia Title & Escrow Platform
Equity Raised $7.2 $33.0 $55.0
• Workflow, accounting and 15% 6,000+
reporting platform for title and of U.S. real estate templated
Total Raised to Date $7.2 $40.2 $95.2
escrow agents transactions are documents pre-
Assure E-Remittance & Audit powered by loaded for
• Title agency management suite Qualia’s platform closings Select Deal Commentary
with revenue, auditing and
reporting capabilities “remains
The workflow for most residential real estate transactions
antiquated and opaque. Qualia has created a modern
Connect Secure Closing Portal
• Consumer interface that
200,000+ 2-4x system of record, communication, and action for title insurance
consolidates all closing functions, title and escrow more transactions
agents, lenders closed by title and agents and mortgage originators and we believe their software
vendors and workstreams
Marketplace Closing Services
and realtors use
Qualia
escrow agents a
month using
platform materially improves productivity and reduces costs. ”
• Vendor marketplace for mortgage Qualia
release tracking, title search,
notary, survey and other services Scott Shleifer, Partner, Tiger Global

(1) Figures as of 1/24/20 . 41

Case Study: Notarize Raises $17MM in Series B-II Round
Transaction Overview Notarize Overview
Headquarters: Boston, MA
− On September 4, 2019, Notarize announced Founded: 2015
that it had raised $17MM in its series B-II
CEO: Patrick Kinsel
round of funding from a group of investors
including Polaris Partners, Lennar, Description: Provider of a document management platform oriented towards
the real estate industry, allowing consumers and enterprises such
Series B-II Hyperplane Venture Capital, Realogy
as lenders, insurers, and title agents to sign and notarize
Holdings and Second Century Ventures. This
documents online
follows the company’s $20MM Series B-I
raise announced on April 20, 2018 Current Investors:

$48 million
$17MM Invested
− Notarize plans to use the proceeds to
integrate with additional lending partners
and continue to develop their products Notarize Fundraising Timeline
Notarize Highlights
($MM) Seed Series A Series B-I Series B-II
Legally Sign & Subscription and Date 5/15/15 7/5/16 4/20/19 9/4/19
Notarize Documents Available 24/7 Per-Notarization Amount Raised $2.5 $8.5 $20.0 $17.0
100% Online pricing plans Raised to Date $2.5 $11.0 $31.0 $48.0
Notarize Products Select Deal Commentary

eSign
• Electronically sign any document “creating
Notarize’s online closing process aligns with Lennar’s vision of
a seamless digital transaction. We are excited to provide a
• Free service
new resource that will improve the home buying experience and
Online Notarization
• Connect with a commissioned notary public 24x7 to sign and notarize
enable our customers to move into their dream homes faster. ”
documents from any device
Bruce Gross, CEO, Lennar Financial
Real Estate Closings Services
• Signers can electronically review, sign and notarize real estate documents
• Connects the entire mortgage industry on one platform

42

Case Study: Blend Raises $130MM in Series E Round
Transaction Overview Blend Overview
− On June 24, Blend announced that it had Founded: 2012
raised $130 million in its series E round of
Description: Developer of a digital lending platform intended to simplify and
funding led by General Atlantic and Temasek
fasten consumer finance processes. The company's machine-
that also included 8VC, Founders Fund, learning based platform uses verified source data to build a
Series E Greylock Partners and Lightspeed Venture consumer's complete financial profile, automates third-party
Partners verification to reduce frauds, identifies delay-causing issues and
manages the tasks needed to close a loan.
− The investment puts Blend’s total equity
raised at $310MM Current Investors:
− Blend plans to use the money to grow its

$130MM Invested team, seek new partnerships, develop new
technology and expand its offering into a
broader suite of consumer lending products
Blend Fundraising Timeline
Blend Highlights
($MM) Series A Series B Series B1 Series C Series D Series D1 Series E
Customers Product Summary Date 6/22/12 10/2/14 7/14/15 12/18/15 8/24/17 3/27/18 6/24/19
Mortgage
Amount Raised $6.1 $11.0 $10.0 $38.0 $100.0 $15.0 $130.0
Capabilities:
₋ Application Portal/Processing Raised to Date $6.1 $17.1 $27.1 $65.1 $165.1 $180.1 $310.1
₋ CRM Post-Money (1)
$20.1 $61.0 $100.0 $270.0 $500.0 $600.0 NA
₋ Data Management Valuation
Third-Party Integrations:
₋ LOS Select Deal Commentary
₋ Lead Generation
₋ Credit
₋ Price Engine
“clear
In our conversations with investors over the past few months, it was
that there is an appetite to understand and drive the future of
₋ Processing & Underwriting technology in financial services—and Blend is at the forefront.
Financial institutions, and lenders specifically, are under increasing
Powers $1B+ in loans per day pressure from consumers to deliver a top-notch digital, intuitive, and
with 150+ lending institutions
Deposit Digital Lending Home
satisfying experience. Blend’s lending platform can deliver all three. ”
Accounts Platform Equity Marc Greenberg, Head of Finance, Blend
Source: Pitchbook, Company website.
(1) Pitchbook estimate. 43
THEME 3: CUSTOMER CAPTURE PLATFORMS

Case Study: Total Expert Raises $52MM in Series C Round
Transaction Overview Total Expert Overview
Headquarters: St. Louis Park, MN
− On October 24, Total Expert announced that Founded: 2012
it had raised a total of $52MM in its Series C
CEO & Founder: Joe Welu
round
Description: Developer of an enterprise-grade marketing operating system
− This brings the company’s total funding to designed for regulated financial services organizations. The
Series C
$86MM to date platform enables customer facing teams, marketing and
compliance to work together to deliver marketing campaigns
− Total Expert plans to use the proceeds to
expand on its current team of 218 Current Investors:
employees, hiring additional data scientists,
designers and industry experts, in addition to
$52MM Raised accelerating the development of its APIs, Total Expert Fundraising Timeline
machine learning and AI capabilities
($MM) Seed Angel Series A Series A-ISeries A-II Series B Series C
Date 12/12/14 NA 4/12/16 2/15/17 10/31/17 10/11/18 10/24/19
Product Summary Amount Raised $0.5 $0.9 $3.0 $3.0 $6.0 $20.8 $52.0
Raised to Date $0.5 $1.4 $4.4 $7.4 $13.4 $34.2 $86.2
Marketing Sales
• Conduct unified, automated • Leverage historical client valuations Select Customers
marketing campaigns across and business data to extract
channels including email, social insights and maximize lead
media, SMS and more conversion
• Intelligent automation using CRM • Seamlessly manage client relations Select Deal Commentary
data optimizes targeting strategies across the organization through a
CRM purpose-built platform for the
financial industry “building
We are incredibly excited about Total Expert’s approach to
trust and maximizing the long-term value of relationships
between consumers and lenders. The future of consumer finance is
engaging across all product and customer needs during their
Open Architecture Compliance financial life, and Total Expert is the category leader powering this
• API allows for integration into • Audit-ready humanized automation and compliance at scale. ”
existing tech stack and seamless record
extension keeping Simon Chong, Managing Partner &
Cofounder, Georgian Partners
44
SECTOR M&A ACTIVITY

Case Study: Thoma Bravo Acquires Ellie Mae
Transaction Overview Ellie Mae Financial Detail(1)
Revenue Adj. EBITDA
$620
− On February 12, Ellie Mae, Inc. (NYSE:ELLI)
announced a definitive agreement to be CAGR:
$535
acquired by Thoma Bravo, LLC for $99.00 per 11%
$480
share in cash at an implied equity value of
$417
Acquired $3.7Bn and an implied enterprise value of
$3.4Bn $360
− The agreement included a 35-day “go-shop”

period in which Ellie Mae may have solicited
$201
alternative bids $155
$3.4Bn $123 CAGR:
− The transaction closed on April 18 $113 $124
Closed 12%
Ellie Mae Stock Price Performance CY16A CY17A CY18A CY19E CY20E
($MM, except per share data)
$140.00 12.0mm Stock Data Transaction Valuation Multiples
Metric Multiple
$120.00 $99.00 / Share 10.0mm EV / Revenue
52-Week High $116.90 CY18A $480 7.1x
$100.00
8.0mm 52-Week Low $58.49 CY19E $535 6.3x
$80.00 CY20E $620 5.5x
6.0mm
Transaction Premium
(4)
$60.00 Premium to 1 Day Prior 21% EV / Adj. EBITDA
Premium to Unaffected Price (2) 31% CY18A $123 27.7x
4.0mm
$40.00 Premium to 30-Day VWAP (3) 47% CY19E $155 21.9x
Premium to 1-Year VWAP 21% CY20E $201 16.9x
$20.00 2.0mm
At $99.00 per Share:
$0.00 0.0mm FDSO 37.3 Net Debt ($303)
Feb-18 Apr-18 Jun-18 Aug-18 Oct-18 Dec-18 Feb-19 Equity Value $3,693 Enterprise Value $3,390
Source: Capital IQ as of 1/25/20, Company filings, Company websites, press releases, JMP Equity reporting Ellie Mae’s exploration of strategic alternatives.
Research.
(1) Projected financials per Company management.
(3) As of 2/1/19 per Ellie Mae press release.
(4) EBITDA multiples based on adjusted EBITDA.
45
(2) Premium to the price as of 1/31/19, one day prior to the publication of a Dealreporter article
SECTOR M&A ACTIVITY

Case Study: Ellie Mae Acquires Capsilon
Transaction Overview Ellie Mae Recent Acquisition & Ownership Timeline
Ellie Mae was acquired by Thoma Bravo for $3.7Bn in cash at Feb
− On October 28, Ellie Mae announced that it
$99.00 per share, a 31% premium to its unaffected price(1) 2019
had signed a definitive agreement to acquire
A portfolio company of Capsilon, the leading provider of AI-powered
Ellie Mae acquired Velocify to combine Velocify’s lead
mortgage automation software for mortgage Oct
management, engagement and distribution capabilities with
lenders, investors and servicers, from 2017
Ellie Mae’s Encompass CRM and Consumer Connect
Announced the Francisco Partners
acquisition of Mortgage Returns provided an automated marketing solution
− Deal terms were not disclosed Nov to help mortgage originators maximize profitability from
2015 clients, prospects and referral partners
− With the acquisition of Capsilon, Ellie Mae is
A portfolio company of accelerating the vision of offering an end-to-
Ellie Mae acquired AllRegs to expand its customer base and add
end SaaS solution for companies in the Oct a broad array of content and services that complement their
mortgage industry 2014 portfolio of product offerings
MortgageCEO provided customer relationship management,
Capsilon Highlights Jan and marketing automation solutions for the mortgage industry.
2014 The acquisition was consistent with Ellie Mae’s mission to
automate every aspect of the mortgage process
15% of all U.S. mortgages $400 billion in new loans
Ellie Mae acquired Del Mar Datatrac in order to boost the
are processed through touched Capsilon Aug company’s loan volume in 2011 to 1.5 million from 1 million
Capsilon technology technology in 2018 2011 with an expanded customer base
Jan Mortgage Pricing Systems developed loan pricing technology

160+ customers – 3 of top 15+ years working with top 2011 for small, medium and large mortgage banks and lenders
10 mortgage lenders mortgage companies
Ellie Mae acquired Mavent to help the software developer
Dec address predatory lending protection and changes to the myriad
2009 mortgage regulations on both the state and federal level
450 employees with 200+
engineers in 5 global offices Oct Online Documents provided compliant electronic mortgage
2008 documents and related services to the mortgage industry

(1) Premium to the price as of 1/31/19, one day prior to the publication of a Dealreporter article reporting Ellie Mae’s exploration of strategic alternatives. 46
SECTOR M&A ACTIVITY

Case Study: Ellie Mae Acquires Capsilon
Strategic Rationale Select Capsilon Clients
Capsilon is a provider of cloud- Ellie Mae is the leading cloud-

based document management based platform provider for the
technologies for the mortgage mortgage finance industry. Ellie
industry. The company’s offerings Mae’s technology solutions
support the full lifecycle of a enable lenders to originate more
mortgage by helping lenders and loans, lower origination costs, and
other mortgage companies with reduce the time to close with the
document recognition, data highest levels of compliance, Capsilon Acquisition & Ownership Timeline
extraction, collaborations, loan quality and efficiency Capsilon received a growth investment from Francisco Partners
delivery and retention June
to support product innovation and keep pace with growing
2016
demand from mortgage lenders, investors, and servicers
Provides mortgage loan document management software as a

Feb
service (SaaS) that enables financial institutions to
2013
automatically sort, process and share documents
Customer Capsilon’s best-of-breed platform, Capsilon IQ, is used by Select Transaction Commentary
Consolidation &
companies across the mortgage industry to automate
Upsell
Opportunity
manual work and power their businesses with trusted data
“accelerating
With the delivery of our next generation lending platform, we are
our mission to automate everything automatable for
Capsilon’s integration with the Encompass Digital Lending the residential mortgage market. This includes making strategic
Platform will help lenders leverage automation from acquisitions of best-in-class solutions to bring more value to the
Tech Integration
consumer engagement through investor delivery and platform and the ecosystem faster. This is a significant day for the
servicing mortgage industry, as with the acquisition of Capsilon we are
bringing together two market-leading companies and adding to our
Ellie Mae can leverage Capsilon’s AI expertise for future
AI Platform for platform the pioneer of AI-powered intelligent automation
offerings to further automate document review, data “
Future leveraged by some of the largest lenders and servicers in the
Innovations
extraction and analysis, creating yet new efficiencies for
the mortgage industry industry.
Jonathan Corr, President and
CEO, Ellie Mae

47
II. PUBLIC MARKETS
48
CASE STUDY: REALPAGE ACQUIRES BUILDIUM
Transaction Overview RealPage Financial Detail(1)

− On November 6, RealPage announced its $1,085
acquisition of Buildium LLC, a leading SaaS $984 CAGR:
18%
real estate property management solution $870
provider
− The all-cash deal for Buildium was valued at $671
$580 million, ~11.6x EV / LTM Revenue $568
To be acquired by
− The acquisition will allow RealPage to
combine its best-in-class capabilities with $281
$313
CAGR:
Buildium to target smaller multifamily, single- $231
25%
$163
family, associations (HOA and Condo) and $127
commercial real estate market segments

RealPage 3-Year Stock Price Performance & Select Acquisition History
$70.00 October 23, 2017 9.0mm
August 2, 2018 July 29, 2019
$65.00 8.0mm
$60.00 7.0mm
August 2, 2017
$55.00
6.0mm
$50.00 June 19, 2017 5.0mm
$45.00 February 27, 2017
June 12, 2019 November 6, 2019 4.0mm
$40.00 April 20, 2018 October 12, 2018
3.0mm
$35.00
$30.00 2.0mm
January 24, 2017
$25.00 1.0mm
$20.00 0.0mm
Nov-17
Nov-18
Nov-19
May-17
May-18
May-19
Sep-17
Sep-18
Sep-19
Jul-18
Jan-19
Jan-17
Jul-17
Jan-18
Jul-19
Jan-20
Mar-17
Mar-18
Mar-19
Source: Source: Capital IQ as of 1/25/20, 451 Research, Company websites, press releases.
(1) Projected figures per Wall Street research consensus. 49
CASE STUDY: REALPAGE ACQUIRES BUILDIUM
Strategic Rationale Buildium Integrations
Buildium is the only property Founded in 1998, RealPage

management solution that also provides a technology platform
helps real estate portfolio that enables real estate owners
managers find new business from and managers to change how
property owners and community people experience and use
associations seeking services. rental space. Clients use the
Founded in 2004, Buildium platform to gain visibility and
services over 17,000 customers in transparency in asset
more than 50 countries, totaling performance, leverage data
approximately 2 million insights and monetize space to
residential units under generate incremental yields.
management
Select Transaction Commentary
“represents
The SMB market segment
a tremendous
“toThis is a fantastic time for us
join forces with RealPage.
growth opportunity for Our shared vision around
The combination of the two companies’ offerings will allow RealPage to
reach deeper into the Small and Midsize Business market
RealPage. Buildium in concert innovation, simplicity and a
with RealPage enables us to commitment to stressing
reach deeper into that market, service to our clients will
“
with a best-in-class platform enable them to thrive and grow
RealPage expects to increase its investment in its Propertyware solution,
backed by data science. as well as deliver unmatched
which is designed for larger single-family managers with more complex “
property management and accounting requirements value for their investors,
owners and residents alike.
RealPage intends to vastly expand Buildium’s platform, incorporating “click- Steve Winn,
Chris Litster, CEO,
on” capabilities that: (i) improve the renter leasing and living experience, (ii) Chairman and
improve the recovery of utility fees, (iii) enhance payment processing Buildium
CEO, RealPage
capabilities and (iv) expand insurance offerings

50
CASE STUDY: VACASA RAISES $319MM IN SERIES C ROUND
Transaction Overview Vacasa Overview

Headquarters: Portland, OR
− On October 29, Vacasa announced that it had Founded: 2009
CEO & Founder: Eric Breon
round led by Silver Lake with participation
from Riverwood Capital, Level Equity and Description: Publishes clients’ property listings on top hotel & rental platforms
and hires local housekeepers and property managers. The end-to-
Series C NewSpring
end vacation rental service aims to provide optimal financial
− This brings the company’s total funding to returns for owners and streamline the booking process for guests
~$530MM to date and brings its valuation to Current Investors:
over $1Bn
− Vacasa plans to further enhance its industry-
$319MM Raised leading technology platform, accelerate
expansion into new markets and grow new Vacasa Fundraising Timeline
offerings
($MM) Series A Series B-I Series B-II Series C
Vacasa Highlights Date 11/14/16 10/17/17 10/18/18 10/29/19
Amount Raised $45.0 $103.5 $64.0 $319.0
Raised to Date $45.0 $148.5 $212.5 $531.5
3,300+ 2MM+ 17+ 23,000+

Guests per Vacasa Select Deal Commentary
Employees Countries
Year Homes
“become
[Vacasa] has the potential to
a global brand that
“almost
Vacasa’s revenue has grown
seven-fold since our
Booking Partners stands for superior financial Series A investment nearly
returns for homeowners and four years ago, and we
exceptional experiences for expect growth to accelerate
”
guests. in 2020. ”
Joerg Adams,
Ben Levin, Founder,
Managing Director,
Level Equity
Silver Lake

51
CASE STUDY: VACASA RAISES $319MM IN SERIES C ROUND
Product Summary
Rental Income Estimator Rental Listings Marketing Support Property Management
• Provides rental income estimator • Builds customers’ listings with a 3D • Provides marketing support through • Vacasa homes are cared for by local
tools, leveraging its industry-leading virtual tour and high-quality HD interior design consultations and staff, including housekeepers and a
database of rental histories of its photography professional photography shoots local property manager
23,000 homes under management to • Listings will be prominently featured • Digital marketing specialists ensure • Provides 24/7 support from Vacasa’s
automate pricing on Airbnb, Vrbo, HomeAway, Vacasa homes are highly visible with reservations and customer service
• Informed by factors such as weather, Booking.com, etc. targeted multi-channel campaigns teams
local events and historic trends, rates across search engines, display • Implements guest screening and
update multiple times per day advertising, social media and email liability protection
Ancillary Real Estate Buy a Vacation Sell a Vacation Industry

Functions: Agent Network Home Home Insights
Number of Properties Recent Acquisition & Ownership Timeline

25,000 Jul $162 million deal expands Vacasa’s portfolio to more than
20,000 2019 23,000 vacation homes around the globe
15,000
Jun Take over the management of its 85 properties in Seattle,
10,000 2019 Stevens Pass, and Leavenworth, Washington
5,000
Apr
0 Added 450 units in destinations along the Florida Gulf Coast
2019
Apr-16
Apr-19
Dec-14
Dec-18
Mar-18
Nov-16
Nov-17
Feb-17
Sep-17
Oct-15
Oct-16
Oct-18
Oct-19
Jul-16
Jul-17
Jul-18
Jul-19
Aug-14
Mar Added 12 properties in New Orleans and partners with all the
2019 major booking channels (Airbnb, Booking.com, etc.)
Portfolio increase from the Wyndham Vacation Rentals acquisition

52
CASE STUDY: BETTER.COM RAISES $160MM IN SERIES C ROUND
Transaction Overview Better.com Overview

− On August 19, Better announced that it had Founded: 2014
CEO: Vishal Garg
round. The company had initially announced
a $70MM Series C in January but expanded Description: Provider of an online real estate mortgage lending platform
the round in Q1, Q2 and Q3 in response to designed to re-engineer the way people finance their homes. The
Series C company's platform provides direct lender services through a
investor demand
digital mortgage
− This brings the company’s total funding to Current Investors:
$254MM (1) to date and brings its valuation to
over $600 million
$160MM Invested − Better plans to use the proceeds to further

scale the mortgage lender’s operations and
grow its product offerings
Better.com Fundraising Timeline
Better.com Highlights
($MM) A-I A-II B C-I C-II C-III C-IV
(2)
Product Summary Market-Leading Position Date 3/1/15 5/24/16 12/28/16 1/31/19 2/21/19 4/18/19 8/19/19
Amount Raised $10.0 $30.0 $15.0 $70.0 $5.0 $20.0 $65.0 (1)
$4Bn $375MM Raised to Date $10.0 $40.0 $55.0 $125.0 $130.0 $150.0 $254.0
Instant Loan
Rate Quotes Post-Money
Estimate Worth of Worth of NA NA $220.0 NA NA NA $600.0+
Mortgages Mortgages Valuation
No Originated Since Originated
No Inception Monthly
Origination
Commission (As of 8/19/19) (As of 8/19/19)
Fees Select Deal Commentary
Process On-Demand
Closes Mortgages $120MM
“ Vishal [CEO, Better] is a visionary entrepreneur who was
Tracking Rate Lock willing to put in the work to completely rebuild a broken system.
50% Faster Run Rate Not only is the company making money, but it’s really helping its
than industry Revenue
Available
24/7
Bank
Account average (As of 8/19/19)
customers and will only continue to do so on a larger scale. ”
Integration Steve Sarracino, Better Board Member
and Founder, Activant Capital
Source: Pitchbook, Wall Street Journal, Company website, press releases.
(1) Includes undisclosed funding rounds.
(2) Figures as of 8/19/19.
53
CASE STUDY: PROCORE ACQUIRES HONEST BUILDINGS
Transaction Overview Honest Buildings Overview

− On July 16, Procore Technologies, Inc. Founded: 2012
announced that it had acquired Honest
Description: Developer of construction project management software,
Buildings, Inc.; terms were not disclosed
enabling both transparency and access to information for owners,
− The acquisition follows Procore’s 2018 general contractors and subcontractors. The company's platform
acquisition of BIManywhere, a visual building enables users to streamline vital components of the construction
Announced the process, such as bidding and cost tracking
acquisition of information modeling collaboration platform
for construction and facilities management Current Investors:
− The transaction supports Procore’s aim to

accelerate growth globally in construction
technology by leveraging Honest Buildings’
experience of facilitating over $20 billion of
projects worldwide
Honest Buildings Fundraising Timeline
Honest Buildings Highlights
($MM) Seed Series A-I Series A-II Series B-I Series B-II
Customers Product Summary Date 9/11/12 12/9/13 6/4/15 10/11/17 5/31/18
Amount Raised $2.0 $9.5 $5.0 $13.0 $18.0
Project Costs Savings (1) Raised to Date $2.0 $11.5 $16.5 $29.5 $47.5
Post-Money (2)
N/A N/A N/A $55.8 $120.0
Valuation
Hard Change of Admin. Select Deal Commentary

costs order costs costs
“standard
The joining of Procore and Honest Buildings creates the gold
technology platform to manage construction projects of all
Cost Type % Saved per SF sizes for owners, general contractors, and subcontractors, allowing “
Hard Costs 4% them to collaborate and execute in ways never before possible.
Honest Buildings’ customers Soft Costs 1%
save an average of 6.3% on Change Order Costs 38%
Michael Turner, President, Oxford
project costs (1) Administrative Costs 80% Properties Group

(2) Pitchbook Estimate.
54
CASE STUDY: AMAZON + REALOGY PARTNERSHIP (TURNKEY)
Partnership Overview Realogy Financial Detail(2)

− On July 23, Realogy and Amazon announced
$6,114 $6,079
the launch of TurnKey, a homebuying $5,810 $5,874
$5,653 CAGR:
program partnership that simplifies the
(1%)
process of finding and settling into a new
In Partnership With home, in 15 cities across the US
− The partnership will combine Realogy’s real
estate brokerage business with Amazon’s
Launched home devices and services businesses
− For Realogy, TurnKey is a step to innovate on
the Company’s traditional brokerage model CAGR:
to compete with tech-enabled companies (7%)
$770 $732 $658 $590
like Redfin and Compass(1) $559
Realogy 1-Year Stock Price Performance

($MM)
$20.00 50mm
CY17A CY18A CY19E CY20E
$18.00 45mm Revenues $5,810 $6,114 $6,079 $5,874 $5,653
% Growth 1.8% 5.2% (0.6%) (3.4%) (3.8%)
$16.00 40mm Adj. EBITDA $770 $732 $658 $590 $559
$14.00 35mm % Margin 13% 12% 11% 10% 10%
Adj. EPS $1.71 $1.67 $1.66 $0.92 $0.86
$12.00 (partnership announcement) 30mm
Jul 23, 2019
$10.00 25mm Stock Data 1/30/20 Valuation Multiples
Closing Price $10.47 EV / CY19E Revenue 0.9x
$8.00 20mm
52 Week High $18.53 EV / CY20E Revenue 0.9x
$6.00 15mm 52 Week Low $4.33
EV / CY19E Adj. EBITDA 9.1x
$4.00 10mm
FD Shares Outstanding 113.5 EV / CY20E Adj. EBITDA 9.6x
$2.00 5mm Equity Value $1,188
$0.00 0mm Plus: Debt & Minority Interest $4,449 Price / CY19E EPS 11.4x
Jan-19 Mar-19 May-19 Jul-19 Sep-19 Nov-19 Jan-20 Less: Cash and Equivalents $270 Price / CY20E EPS 12.2x
Enterprise Value $5,367
Source: Capital IQ as of 1/30/20, Company websites, press releases.

(1) New York Times, 7/23/19; Wall Street Journal, 7/23/19.
(2) Projected figures per Wall Street Research.
55
CASE STUDY: AMAZON + REALOGY PARTNERSHIP (TURNKEY)
TurnKey Details
1
TurnKey matches Home Purchase Amazon Credit
Online platform to connect home buyers with Realogy’s real estate Price Package Value
buyer with Realogy
agents and Amazon’s move-in products and services at steep discounts agent
$150K - $399K $1,000
2
Realogy agent
works with buyer
Connects homebuyers with Offers move in benefits like: to purchase home $400K - $699K $2,500
agents through subsidiaries: • Amazon Smart Home
3
products & services Amazon provides
• Amazon Move buyers credits to
$700K+ $5,000
set up & furnish
new home
Current Realogy Market Foothold TurnKey Geographic Scope
Relocation Brokerage
Seattle
Minneapolis / St. Paul
Sacramento Chicago
Franchising Denver
San Francisco Washington, D.C.
Los Angeles Charlotte
Phoenix Dallas / Fort Worth Atlanta

Settlement Mortgage
Houston Orlando
(Joint Venture Partner) Tampa

56
CASE STUDY: VTS RAISES $90MM IN SERIES D ROUND
Transaction Overview VTS Overview

− On May 7, VTS announced that it had Founded: 2012
received $90MM in its series D round of
Description: Provider of a commercial property leasing and asset management
funding led by customer and new investor
platform. The Company’s platform allows landlords to maximize
Brookfield Ventures, the technology portfolio performance by streamlining their leasing and asset
Series D investment arm of Brookfield Asset management process and unlocking real-time insights
Management (NYSE:BAM)
History: Merged with competitor Hightower Inc. in 2016
− The investment puts VTS’s total equity raised
at $197MM with a post-money valuation at
Current Investors:
~$1.0Bn
$90MM Invested − VTS plans to use the proceeds to enhance its

commercial property management platform
and launch Truva, its CRE marketplace
VTS Fundraising Timeline
VTS Highlights
(1)
($MM) Seed Series A Series A1 Series B Series C Merger(2) Series D
Product Summary Market-Leading Position Date 6/27/12 12/2/13 1/14/15 7/15/15 5/4/16 11/29/16 5/7/19
VTS 3 VTS Marketview 47,000 Amount Raised $1.4 $7.0 $3.3 $21.0 $55.0 $19.2 $90.0
Buildings
Business Business Raised to Date $1.4 $8.4 $11.7 $32.7 $87.7 $106.9 $196.9
managed
Intelligence Intelligence Post-Money
$10.6 $23.5 $33.3 $90.3 $186.0 $300.0 $1,000.0
$10Bn+ Valuation
Inventory Square Feet

Select Deal Commentary
Management Real-Time Managed
Property
Tenant
Market Metrics 35 “customers
Generally a strong sign in any industry when a company’s largest
are their leading investors. In my opinion, the long-term
International
Management
Markets outlook for VTS is extremely bright as it has found a way to equally
align with brokers and owners with value creation tools that
Deal Portfolio Risk 35,000 optimize otherwise archaic processes. ”
Management Management Users
Jesse Weber, Managing Director,
Newmark Knight Frank
Source: Crunchbase, Pitchbook, Wall Street Journal, Company website, press releases.
(2) Represents merger with Hightower; Amount Raised represents Hightower’s funding to date; Post-Money Valuation represents valuation of combined company.
57
CASE STUDY: JLL, INC. (NYSE:JLL) ACQUIRES HFF, INC. (NYSE:HF)
Transaction Overview HFF Financial Detail

Revenue EBITDA
− On March 19, JLL announced a definitive $662 $662 $675
agreement to acquire HFF for $24.63 in cash CAGR:
$609
and 0.1505 JLL shares per share for a total 5%
consideration of $49.16 per HFF share based $517
Acquired on JLL share pricing as of March 18
− JLL estimates run-rate EBITDA synergies of
$60MM as a result of the acquisition
− The transaction supports JLL’s 2025 growth
$2.1Bn target of doubling capital markets revenue $163 $169 $170 $176
from 2017 levels $134 CAGR:
Announced 6%
− The transaction is expected to close in the
third quarter of 2019
HFF Stock Price Performance CY16A CY17A CY18A CY19E CY20E
$60.00 2.5mm Stock Data Transaction Valuation Multiples
$49.16 / Share Metric Multiple
$50.00 Closing Price (4/22/2019) $47.72 EV / Revenue
2.0mm
52-Week High $49.25 CY18A $662 3.1x
$40.00 52-Week Low $31.38 CY19E $662 3.1x
1.5mm CY20E $675 3.1x
$30.00 Transaction Premium
Premium to 1 Day Prior 6% EV / Adj. EBITDA
1.0mm
Premium to 30-Day VWAP 9% CY18A $169 12.3x
$20.00
Premium to 1-Year VWAP 24% CY19E $170 12.3x
0.5mm CY20E $176 11.9x
$10.00
At $49.16 per Share:
$0.00 0.0mm FDSO 41.4 Net Debt $47
Apr-18 Jun-18 Aug-18 Oct-18 Dec-18 Feb-19 Apr-19 Equity Value $2,036 Enterprise Value $2,083
Source: Capital IQ as of 1/25/20, Company websites, press releases, William Blair Equity Research.
58
CASE STUDY: JLL, INC. (NYSE:JLL) ACQUIRES HFF, INC. (NYSE:HF)
HFF Highlights
Full-Service Capital Markets Capabilities Two Large Customer Segments
$100Bn 2,587
Transaction Transactions
Volume in 2018 in 2018
Capital Providers Capital Consumers

− Banks − Developers
$81Bn 1,074 − Debt Funds − Private Owners

− REITs − Private Equity Funds
Loan Servicing Associates
− Life Insurance Cos. − Institutional Investors
Portfolio Worldwide
− Family Offices − REITs
− Private Equity
Transaction Highlights
Pro-Forma 2018 Financial
“opportunity
The combination with HFF provides a unique
to accelerate growth and establish JLL
“JLL's
HFF's deep distribution network combined with
originations platform will accelerate our “ Profile vs. JLL Standalone
“
as a leading capital markets intermediary, with origination and debt replacement volumes.
outstanding capabilities. Consolidated 11%
Fee Revenue
Christian Ulbrich, CEO, JLL Stephanie Plaines, CFO, JLL Capital Markets 68%
Fee Revenue
Consolidated
“Capital
It will allow us to accelerate the growth of our
Markets presence in the U.S. and globally,
“providing
This is a terrific transaction for our shareholders,
them with an immediate cash payment Adj. EBITDA
21%
as well as great enhanced capabilities for our “ and the opportunity to participate in the long- “
clients and build an even stronger talent platform. term value of the combined company. Adj. EBITDA 9%
% Margin
Christian Ulbrich, CEO, JLL Mark Gibson, CEO, HFF Cash Flow from 34%
Operations
Source: Company investor presentations, Company websites, press releases, filings.

59
II. PUBLIC MARKETS
60
APPENDIX
Select M&A Activity
($MM)
Date Enterprise EV / Revenue EV / EBITDA
Announced Acquirer Target Value LTM NTM LTM NTM Target Description
Provider of data science, machine learning and human interaction to help real estate professionals better
12/18/2019 NA NA NA NA NA
leverage the value of their personal network
12/18/2019 NA NA NA NA NA Provider of technology for home subscription sign-ups, and associated concierge offerings
12/11/2019 NA NA NA NA NA Provider of an Investor Relationship Management (IRM) platform
12/6/2019 NA NA NA NA NA Provider of augmented reality technology for home improvement technicians

Provider of a system designed to integrate artificial intelligence and machine learning solutions into an
organization's overall business strategy
11/12/2019 NA NA NA NA NA Provider of real estate marketing automation services
11/7/2019 $400 NA NA NA NA Provider of Relocation assets of Realogy's Cartus subsidiary

Glo b al R elo cat io n B usiness
11/6/2019 580 11.6x NA NA NA Provider of property management SaaS solutions
11/6/2019 NA NA NA NA NA Provider of an automated RFP solution for commercial real estate property managers
10/28/2019 NA NA NA NA NA Provider of cloud-based document management technologies for the mortgage industry
2019
10/16/2019 NA NA NA NA NA Provider of a lease automation and software platform for retail landlords
10/1/2019 450 7.0x (1) NA 28.1x(1) NA Provider of data benchmarking, analytics and marketplace insights to global hospitality sectors
Provider of a search platform for real estate properties designed to collaborate and make the process of finding
and purchasing a home more efficient and personalized
Provider of property tax management services to lenders, real estate investment trusts, and property
management companies
9/20/2019 152 NA NA NA NA Provider of storage facility services
9/12/2019 NA NA NA NA NA Developer of a software platform for real estate brokers
9/10/2019 NA NA NA NA NA Provider of an end to end marketplace designed to make renting apartments easy
9/6/2019 NA NA NA NA NA Provider of a showing scheduling platform for the residential real esttate industry
9/5/2019 NA NA NA NA NA Provider of national residential and commercial title and escrow services
8/27/2019 NA NA NA NA NA Platform offering empty restaurant spaces as co-working spaces during the closed hours
Source: Capital IQ as of 1/25/20, Pitchbook, Company filings.

(1) LTM multiples reflect 2019E figures. 61
APPENDIX
Select M&A Activity (cont’d)
($MM)
8/22/2019 NA NA NA NA NA Largest vacation rental marketplace in the Canadian market
Provider of an end-to-end SaaS platform for the residential real estate industry, offering various agent
productivity tools
8/19/2019 NA NA NA NA NA Predictive analytics and data-driven marketing automation platform for the residential real estate industry
8/8/2019 NA NA NA NA NA Provider of business intelligence software for the construction industry
8/6/2019 NA NA NA NA NA Online marketplace for furnished apartments aimed at the vacation, business and student markets
8/31/2019 NA NA NA NA NA Provider of AI-powered data extraction solutions for real estate and corporate documents
Workplace real estate management and operations platform, offering space planning and portfolio
optimization
7/24/2019 NA NA NA NA NA Real estate investment analytics platform offering valuation tools
7/16/2019 NA NA NA NA NA Provider of project management software for commercial property owners and developers
7/10/2019 NA NA NA NA NA Tech-enables direct mortgage lender targeting the luxury buyer segment
2019
7/9/2019 NA NA NA NA NA Provider of a predictive listing and lead generation platform for the rresidential real estate industry
6/20/2019 NA NA NA NA NA Online multifamily marketplace service for student housing in the United States
provider of technology for tracking and engaging potential multifamily property residents and analyzing
marketing returns
Provider of advisory services, data management, partner management, application management and data
analytics for the commercial real estate industry
The credit, flood, income and tax verification services, government services, REO management and disposition,
(Select Businesses) online foreclosure auction and homeowners association (HOA) tracking units of Chronos Solutions
6/3/2019 NA NA NA NA NA Provider of research, data and analytics to the commercial real estate industry in North America and Europe
Provider of ERP software and SaaS for the multifamily and commercial real estate sectors, providing features
for accounting, budgeting and forecasting, job costing, lease management, reporting and Web design
Online marketplace and SaaS platform supporting commercial real estate (“CRE”) brokers through property
marketing, transaction management and business intelligence tools
Provider of cloud-based real estate and location data platforms serving more that 350,000 business and
government users
Provider of cloud-based operations management software that automates enterprise asset management
5/3/2019 $500 NA NA NA NA
workflows such as work order, inventory, energy, capital planning and facility scheduling

62
APPENDIX
($MM)
Operator of a network connecting agents and jurisdictions that underpin residential mortgage records,
5/1/2019 $335 NA NA NA NA
streamlining the local recording of residential mortgage transactions
Provider of real etstate transaction forms and transaction management software for the residential real estate
industry
Online mortgage lender leveraging advanced analytics to offer no origination fees, fast approvals and
competitive rates
4/3/2019 220 NA NA NA NA Provider of an office space management platform and office management logistics
4/1/2019 NA NA NA NA NA Provider of loan origination and servicing software systems for the residential real estate lending industry
3/26/2019 NA NA NA NA NA Provider of an operational cost analytics platform for commercial real estate facilities
3/19/2019 2,083 3.1x 3.1x 12.3x 12.3x Provider of capital markets and brokerage services to owners of commercial real estate
3/13/2019 205 NA NA NA NA Provider of environmental due diligence information
(1)
3/7/2019 ~400 NA NA NA NA Provider of an online hotel booking platform offering low rates on last-minute bookings
3/5/2019 NA NA NA NA NA Operator of a real estate appraisal firm that specializes in right-of-way appraisal and litigation
2019
3/4/2019 NA NA NA NA NA Operator of a luxury residential real estate company focusing on the San Francisco Bay Area
3/1/2019 NA NA NA NA NA Provider of an online real estate brokerage offering low-cost home sales
2/27/2019 NA NA NA NA NA Provider of AI-based customer relationship management SaaS to real estate brokers and agents
Provides an online platform for home exchanges, connecting like-minded travelers and enabling them to swap
vacation homes
(2) (2)
2/12/2019 3,390 7.1x 6.3x 27.7x 21.9x Provider of loan origination SaaS for the financial sector
2/7/2019 NA NA NA NA NA Provider of residential real estate workflow and transaction management software
2/7/2019 NA NA NA NA NA Developer of a data platform that tracks the identity and behavior of people in the physical world
2/4/2019 NA NA NA NA NA Provider of operating cost analytics software for large data center operators
1/9/2019 / NA NA NA NA NA Provider of applicant screening platforms for the multifamily real estate industry and corporate employers
1/8/2019 NA NA NA NA NA Provider of an AI tool that automates leasing communication for property managers

(1) Per Skift report, 3/8/19.
(2) EBITDA multiples based on adjusted EBITDA.
63
APPENDIX
($MM)
Date
($MM) Enterprise EV / Revenue EV / EBITDA
2019
1/7/2019 NA NA NA NA NA Provider of national real estate data and analytics

Provider of an online analysis website for consumers seeking advice on financial topics such as insurance,
12/21/2018 $105 6.3x NA 8.8x NA
investing and credit cards
Developer of a construction bid management platform designed to connect businesses in the construction
12/20/2018 275 NA NA NA NA
industry
12/17/2018 NA NA NA NA NA Provider of marketing services for real estate in Chantilly, Virginia
12/6/2018 NA NA NA NA NA Provider of real estate settlement and title underwriting services

Provider of an online hotel booking platform intended to serve the travelers, expets and locals around the
world
12/5/2018 NA NA NA NA NA Provider of software designed to offer workplace space management and optimization
Provider of appraisal and title management services to mortgage originators, quality control companies, due
diligence firms, and other institutions involved in the real estate finance industry
11/20/2018 875 NA 8.8x NA NA Developer of a construction productivity software intended to deliver real-time project information
Provider of an online property rental management platform designed to make the rental process simple,
11/8/2018 68 NA NA NA NA
secure and intuitive
2018
11/6/2018 NA NA NA NA NA Provider of information services that help clients in processing real estate transactions
10/25/2018 NA NA NA NA NA Developer of a property management platform designed to offer information on short-term rentals
Provides SaaS-based insurance claims management mobile applications for businesses in the property and
10/22/2018 122 3.5x NA 40.2x NA
health insurance sector Also provides insurance claims analytics and change management services
10/12/2018 57 NA 6.3x NA NA Developer of data analytics platform intended to provide business intelligence to manage properties
(1) Provides an online automotive, home, renter's and health insurance quote comparison service for consumers
10/4/2018 370 2.4x NA 14.5x NA
as well as lead generation services for insurance agents and other businesses
10/2/2018 NA NA NA NA NA Operates a high-end serviced home rentals platform for rental properties in sixteen countries around the world
LoanDecisions, LoanLogics' product, pricing and eligibility (PPE) unit, offers a platform that allows lenders to
(LoanDecisions Unit) quickly process and price mortgages and other loan products
9/11/2018 NA NA NA NA NA Provides an online marketplace designed to make buying a home simple and affordable
8/30/2018 263 5.1x 4.6x 17.0x 14.9x Provides information and marketing services to the commercial real estate industry
8/29/2018 NA NA NA NA NA Leading luxury real estate brokerage serving California

(1) Includes $70.2MM in potential earn-outs. 64
APPENDIX
($MM)
Date
Develops an online real estate referrals platform designed to match top agents with qualified home buyers and
8/29/2018 $210 NA NA NA NA
sellers in real-time
8/22/2018 NA NA NA NA NA Provides an online platform designed to offer on-demand home repair services
8/8/2018 6,675 3.7x 3.8x 12.5x 12.6x Provider of business information and software for risk and supply management decisions
8/6/2018 NA NA NA NA NA Operates an online direct mortgage lending company
8/2/2018 117 (1) 5.9x NA NA NA Operates an innovative interactive media company intended to support the apartment industry
Focuses on reducing expense and exposure of clients' portfolios from origination to disposition, enabling
(Mortgage Solutions Business) clients to manage risk across the mortgage lifecycle
7/31/2018 2,000 7.4x NA 20.0x NA Provides enterprise contract management software
Develops whole loan mortgage trade management software intended to bring automation and transparency to
the spot market for mortgage loans
7/10/2018 NA NA NA NA NA Develops cloud-based software intended to improve government processes
7/9/2018 NA NA NA NA NA Operates a residential real estate brokerage in the San Francisco Bay Area
2018
7/2/2018 39 1.1x NA 12.2x NA Provides commission free real estate services

Develops real-time facility support software services intended for facility maintenance management and
6/12/2018 290 NA NA NA NA
process optimization
Provides software which helps maintenance teams manage work orders, organize / execute preventative
maintenance, predict asset maintenance and manage enterprise assets and equipment inventory
6/4/2018 NA NA NA NA NA Developer of facility scheduling and event management software
6/4/2018 NA NA NA NA NA Develops a mortgage processing software designed to accelerate the speed and scaling of mortgage processing
Provides a searchable real estate classified ads website of properties for sale or rent for consumers in the UK
5/11/2018 3,208 9.7x 7.6x 27.8x 19.6x
Also provides online home value reference content and related rental mobile apps
5/1/2018 $97 NA NA NA NA Provider of property data analytics to the financial sector
(Australia)
4/23/2018 1,200 NA 6.0x NA NA Provides cloud, SaaS, and on premise commercial construction software solutions
4/20/2018 219 9.9x 6.8x NA NA Provides a SaaS-based payment and billing platform for the multi-family and commercial real estate industry
4/12/2018 NA NA NA NA NA Develops desktop, mobile, and Web tools for real estate and mortgage industries

(1) Includes $14.0MM in potential earn-outs. 65
APPENDIX
($MM)
Date
3/21/2018 NA NA NA NA NA Provides cloud-based medical device and facilities management SaaS for the healthcare industry
3/13/2018 $205 2.8x NA NA NA Provides environmental risk information services and solutions
3/8/2018 NA NA NA NA NA Provides housing software and services intended to help housing authorities effectively manage processes
Provides servicing, origination, and transaction based services primarily to single-family residences in the
2/12/2018 3,587 2.2x 1.7x NM NM
United States
2018
2/8/2018 NA NA NA NA NA Develops software for property management

Provides automotive finance and real-estate lending software solutions for banks, thrifts, credit unions,
2/7/2018 419 (1) NA NA NA NA
(Lending Solutions Business) mortgage companies, and captive finance companies in the United States
Provides cloud-based construction program management software to meet the needs of repeat builders in the
2/2/2018 485 9.2x NA NA NA
construction industry
Provides mobile physical asset management and surveying SaaS for the education, retail, healthcare,
government, infrastructure, leisure and commercial property sectors globally
12/14/2017 NA NA NA NA NA Provides property management, accounting and facilities management software
Provides an online portal that provides information on real estate properties Its portal provides ads and other
advertising materials for real estate
Develops an online rental platform designed to help people with disabilities find reasonable and accessible
accommodations when traveling
11/7/2017 NA NA NA NA NA Provides engineering content management software for businesses and government agencies globally
10/23/2017 NA NA NA NA NA Developer of rental housing software designed to manage complex tenancy relationships
2017
Provides a cloud-based software system for clients in the condominium development and sales sector with a
comprehensive web-based application
Develops cloud-based transaction management systems designed to create, store, sign and manage all listing,
sales and lease files online
Provides housing management software for public housing authorities and private affordable housing
developments
Develops and supplies real estate management software designed to provide full access to vital information in
real estate
Develops a SaaS-based real estate transaction management software created to help real estate agents manage
their transactions online
Operates an online rental search destination that connects apartment shoppers to rental properties throughout
9/12/2017 385 3.9x NA 25.7x NA
the United States and Canada
9/8/2017 NA NA NA NA NA Provider of real estate listing management technology to developers and builders
Mean 5.2x 5.7x 19.8x 15.7x

Median 4.5x 6.2x 17.0x 14.9x
(1) Represents value of the 55% stake acquired. 66
REAL ESTATE TECHNOLOGY ECOSYSTEM

Stock Trading Metrics Operating Metrics
Price Equity Net Enterprise Revenue EV / Revenue EV / EBITDA CY Rev. Growth EBITDA Margin
Company 02/05/20 Value Debt Value CY19E CY20E CY19E CY20E CY19E CY20E 18A/19E 19E/20E CY19E CY20E
RE Media / Portals
CoStar Group, Inc. $665.46 $24,379 ($1,252) $23,127 $1,389 $1,654 16.6x 14.0x NM NM 16.6% 19.1% 35.9% 32.2%
Zillow Group, Inc. $49.13 10,192 125 10,318 2,614 4,541 3.9x 2.3x NM NM 96.0% 73.7% 0.3% (1.0%)
Scout24 AG $71.14 7,719 820 8,539 692 751 12.3x 11.4x 25.4x 21.1x 9.9% 8.5% 48.5% 53.8%
REA Group Limited $75.93 10,001 121 10,122 610 656 16.6x 15.4x 29.5x 25.6x (7.5%) 7.5% 56.2% 60.4%
Rightmove plc $8.94 7,812 (53) 7,760 384 406 20.2x 19.1x 26.4x 25.0x 12.5% 5.8% 76.6% 76.4%
LIFULL Co.,Ltd. $5.36 719 (52) 667 377 414 1.8x 1.6x 12.3x 9.2x 18.8% 9.6% 14.4% 17.6%
RE Media / Portals
Mean 11.9x 10.6x 23.4x 20.2x 24% 21% 39% 40%
Median 14.5x 12.7x 25.9x 23.1x 15% 9% 42% 43%
RE Data / RE Software
Black Knight, Inc. $68.24 $10,077 $1,677 $11,754 $1,178 $1,207 10.0x 9.7x 20.2x 19.6x 12.0% 2.5% 49.5% 49.8%
CoreLogic, Inc. $47.75 3,797 1,776 5,573 1,761 1,720 3.2x 3.2x 11.3x 10.9x (4.9%) (2.4%) 28.0% 29.8%
Altus Group Limited $32.95 1,312 128 1,440 433 461 3.3x 3.1x 21.7x 19.2x 14.0% 6.4% 15.3% 16.2%
Real Matters Inc. $10.70 907 (72) 835 359 415 2.3x 2.0x 21.4x 18.8x 20.5% 15.6% 10.8% 10.7%
RE Data / RE Software
Mean 4.7x 4.5x 18.7x 17.1x 10% 6% 26% 27%
Median 3.2x 3.2x 20.8x 19.0x 13% 4% 22% 23%
Property Management Software

RealPage, Inc. $59.25 $5,483 $467 $5,950 $985 $1,151 6.0x 5.2x 21.1x 19.0x 46.9% 16.8% 28.6% 27.2%
AppFolio, Inc. $133.52 4,548 32 4,580 255 324 17.9x 14.1x NM NM 77.5% 27.1% 14.4% 16.5%
Agilysys, Inc. $35.45 824 (28) 796 156 177 5.1x 4.5x NM NM 24.2% 13.1% 7.5% 8.1%
Property Management Software
Mean 9.7x 7.9x 21.1x 19.0x 50% 19% 17% 17%
Median 6.0x 5.2x 21.1x 19.0x 47% 17% 14% 17%
Residential Brokerage
eXp World Holdings, Inc. $11.37 $736 ($31) $705 $963 $1,407 0.7x 0.5x NM NM 516.9% 46.1% 0.7% 2.0%
Purplebricks Group plc $1.48 454 (51) 403 166 168 2.4x 2.4x NM NM 51.0% 1.1% (7.0%) 8.3%
Realogy Holdings Corp. $11.60 1,187 4,179 5,366 5,874 5,653 0.9x 0.9x 9.1x 9.6x (3.9%) (3.8%) 10.0% 9.9%
Redfin Corporation $25.40 2,343 (68) 2,275 764 1,019 3.0x 2.2x NM NM 106.4% 33.4% (6.1%) (2.9%)
RE/MAX Holdings, Inc. $39.64 707 201 908 282 289 3.2x 3.1x 8.8x 8.6x 45.8% 2.2% 36.6% 36.4%
Residential Brokerage
Mean 2.1x 1.8x 8.9x 9.1x 143% 16% 7% 11%
Median 2.4x 2.2x 8.9x 9.1x 51% 2% 1% 8%

“NM” signifies multiple >40x.
eXp World Holdings and Purplebricks Group excluded from Residential Brokerage’s EV / EBITDA calculation.
67
REAL ESTATE TECHNOLOGY ECOSYSTEM (CONT’D)

Commercial Brokerage
CBRE Group, Inc. $63.93 $20,942 $3,861 $24,802 $23,613 $25,340 1.1x 1.0x 12.1x 11.4x 26.8% 7.3% 8.7% 8.6%
Colliers International Group Inc. $84.59 3,370 804 4,174 3,056 3,277 1.4x 1.3x 11.5x 10.3x 25.5% 7.2% 11.9% 12.3%
Cushman & Wakefield plc $19.85 4,351 2,970 7,320 8,735 9,342 0.8x 0.8x 10.4x 9.6x 26.2% 7.0% 8.1% 8.1%
Jones Lang LaSalle Incorporated $177.16 9,130 3,020 12,150 10,017 10,859 1.2x 1.1x 11.3x 10.4x 25.7% 8.4% 10.8% 10.8%
Newmark Group, Inc. $12.35 2,222 1,319 3,541 2,252 2,380 1.6x 1.5x 6.2x 5.9x 44.1% 5.7% 25.2% 25.3%
Savills plc $15.91 2,167 533 2,699 2,559 2,590 1.1x 1.0x 10.7x 10.1x 18.3% 1.2% 9.8% 10.3%
Marcus & Millichap, Inc. $36.90 1,444 (262) 1,182 784 833 1.5x 1.4x 10.6x 10.0x 9.0% 6.2% 14.2% 14.2%
Commercial Brokerage
Mean 1.2x 1.2x 10.4x 9.7x 25% 6% 13% 13%
Median 1.2x 1.1x 10.7x 10.1x 26% 7% 11% 11%
Traditional Mortgage / Title

Fidelity National Financial, Inc. $49.03 $13,484 ($340) $13,144 $8,318 $8,117 1.6x 1.6x 8.6x 10.2x 8.5% (2.4%) 18.3% 15.9%
First American Financial Corporation $62.79 7,054 (430) 6,624 6,131 6,067 1.1x 1.1x 6.5x 7.2x 6.2% (1.0%) 16.5% 15.2%
Radian Group Inc. $25.54 5,137 929 6,067 1,494 1,501 4.1x 4.0x NM NM 22.3% 0.5% NA NA
Stewart Information Services Corporation $43.17 1,023 (130) 894 1,936 1,881 0.5x 0.5x 4.9x 7.3x (1.1%) (2.8%) 9.4% 6.5%
Altisource Portfolio Solutions S.A. $19.38 304 212 516 634 NA 0.8x NM 8.4x 5.7x (32.7%) NA 9.7% NA
Traditional Mortgage / Title
Mean 1.6x 1.8x 7.1x 7.6x 1% (1%) 14% 13%
Median 1.1x 1.4x 7.4x 7.2x 6% (2%) 13% 15%
Credit / Mortgage Marketing

LendingTree, Inc. $313.68 $4,078 $326 $4,403 $1,114 $1,294 4.0x 3.4x 21.8x 18.9x 80.3% 16.2% 18.2% 18.0%
Moneysupermarket.com Group PLC $4.26 2,286 16 2,302 514 534 4.5x 4.3x 12.3x 11.9x 15.4% 3.8% 36.3% 36.1%
QuinStreet, Inc. $12.59 645 (55) 590 479 533 1.2x 1.1x 17.4x 10.3x 42.7% 11.2% 7.1% 10.8%
Credit / Mortgage Marketing
Mean 3.2x 2.9x 17.2x 13.7x 46% 10% 21% 22%
Median 4.0x 3.4x 17.4x 11.9x 43% 11% 18% 18%
RE Sharing Economy / Travel

Booking Holdings Inc. $1,939.29 $81,170 $1,672 $82,842 $15,021 $16,153 5.5x 5.1x 14.2x 13.2x 18.5% 7.5% 38.8% 39.0%
Expedia Group, Inc. $111.10 16,097 1,008 17,105 12,103 13,098 1.4x 1.3x 8.1x 7.5x 20.3% 8.2% 17.5% 17.3%
TripAdvisor, Inc. $29.29 4,083 (764) 3,319 1,564 1,629 2.1x 2.0x 7.6x 7.2x 0.5% 4.1% 27.9% 28.4%
RE Sharing Economy / Travel

Mean 3.0x 2.8x 10.0x 9.3x 13% 7% 28% 28%
Median 2.1x 2.0x 8.1x 7.5x 18% 8% 28% 28%

“NM” signifies multiple >40x. 68
REAL ESTATE TECHNOLOGY ECOSYSTEM (CONT’D)

Broader Data
Experian plc $35.76 $32,156 $4,212 $36,368 $5,002 $5,388 7.3x 6.8x 21.5x 18.8x 10.7% 7.7% 33.8% 35.9%
TransUnion $94.82 17,855 3,587 21,442 2,648 2,877 8.1x 7.5x 20.7x 18.8x 37.0% 8.6% 39.1% 39.7%
Equifax Inc. $155.89 18,876 3,142 22,018 3,509 3,716 6.3x 5.9x 18.7x 17.3x 4.4% 5.9% 33.6% 34.3%
Moody's Corporation $264.34 49,894 4,549 54,443 4,783 5,075 11.4x 10.7x 23.5x 21.9x 13.8% 6.1% 48.4% 49.0%
Fair Isaac Corporation $410.81 11,974 912 12,886 1,185 1,277 10.9x 10.1x 33.9x 30.3x 25.4% 7.7% 32.1% 33.3%
Broader Data
Mean 8.8x 8.2x 23.7x 21.4x 18% 7% 37% 38%
Median 8.1x 7.5x 21.5x 18.8x 14% 8% 34% 36%

“NM” signifies multiple >40x. 69
II. PUBLIC MARKETS
70
CASE STUDY: SHOWINGTIME ACQUIRES CENTRALIZED SHOWING SERVICE
GCA acted as exclusive finanical advisor to ShowingTime, a leading showing software and market stats
service provider for the residential real estate industry, on its acquisition of Centralized Showing Service.
Transaction Summary Strategic Rationale

» On September 6th, ShowingTime announced its » The two established companies bring together a
acquisition of Centralized Showing Service to better serve combined 43 years of experience helping real estate
the needs of clients in the residential real estate industry professionals and their clients use technology to
» ShowingTime’s products automate the showing efficiently manage showings and feedback, while also
scheduling and management process for MLSs, providing market reports, recruiting tools and other
associations, offices and agents; simplify the report software products
generating process using MLS data; and deliver buyer » This acquisition will enable ShowingTime to leverage the
leads generated from real estate websites two platforms to best serve the needs of their clients now
» Centralized Showing Service provides a single phone and in the future. It will also fuel further investments in
number in each market they serve for all real estate research and development to provide innovative,
agents to schedule showings for their buyers in hope to streamlined products and solutions to the residential real
enable agents to organize more showings that convert estate industry
into faster sales » Centralized Showing Service’s clients will have access to
» GCA acted as exclusive financial advisor to ShowingTime technology-rich products that blend the best features of
in connection with the transaction both companies’ offerings and equip them to serve their
clients even more efficiently
71
CASE STUDY: SALE OF INSIDE REAL ESTATE TO LOVELL MINNICK PARTNER S
GCA acted as exclusive finanical advisor to Inside Real Estate, a leading provider of software solutions for
top brokerages, agents and teams, on its majority investment from Lovell Minnick Partners.

» On August 20, 2019, Inside Real Estate (“IRE”) announced » IRE is one of the fastest growing independently-owned
a majority investment from Lovell Minnick Partners real estate software companies and a trusted technology
(“Lovell Minnick”) partner to agents, teams and top brokerages
– Financial terms of the transaction were not disclosed – Serves industry primarily comprised of point solution
» Headquartered in Salt Lake City, the Company’s flagship providers
real estate software platform, kvCORE, is a modern and – Over 200,000 top agent, team, and brokerage
comprehensive solution known for delivering profitable customers
growth at every level of a brokerage organization
– Products focus on increasing brokerage profitability,
» Lovell Minnick is a private equity firm focused on driving team and agent success and enhancing
investments in the global financial services industry, business differentiation for customers
including related technology and business services
companies. Since its inception in 1999, Lovell Minnick has – Investment comes during a period of substantial
raised $3.2Bn in committed capital and has completed revenue growth and sustained profitability
investments in over 50 platform companies » Transaction will fuel IRE’s continued growth, provide
» GCA acted as exclusive financial advisor to IRE and its financing for future acquisition opportunities and help
owner, NexPhase Capital, in connection with the create the best environment to attract, develop and
transaction retain top talent
72
CASE STUDY: SALE OF FINANZEN GROUP TO ALLIANZ
GCA Altium advises the shareholders of Finanzen Group on the sale to Allianz via Allianz X

» On May 20, 2019, Allianz announced its acquisition of » Headquartered in Berlin, Germany, Finanzen Group is the
Finanzen Group leading B2B marketplace targeting the market of high-
» GCA Altium acted as exclusive financial adviser to Eli value customer leads for insurance and financial products
Global on the sale of Finanzen Group to Allianz via Allianz in Europe
X » The company uses a proprietary technology platform to
» Eli Global acquired Finanzen Group only in 2018, where connect lead generators and buyers in real-time
GCA Altium acted as a financial adviser to BlackFin and » Finanzen Group additionally acts as a licensed broker for
the Founders certain insurance products in Germany and Switzerland
» Due to the ambitious timeline, GCA Altium contacted » The company has successfully implemented a buy-and-
exclusively parties that were involved in the last process build strategy and acquired several companies across
to ensure a sufficient level of understanding for the Europe, such as 2media, Village Conseil, Seguras, E-finity
market and the business model amongst bidders Leads, Comfortplan and its latest acquisition was AGT
» Allianz only entered the process at a later stage, when Media in the UK
most other bidders had completed large parts of their » Finanzen Group was seeking a strong partner to further
due diligence, but emerged as the highest and most strengthen its clear #1 position in Europe and potentially
motivated bidder continue its successful history of international expansion
» The transaction is amongst the largest FinTech and » Due to potential regulatory changes, Eli Global was aiming
InsurTech transactions to date in the DACH region for a fast and efficient process that would also realize an
attractive valuation, reflecting the successful organic and
inorganic growth of the business and the attractive
opportunities for further future growth
73
CASE STUDY: SALE OF REAL CAPITAL MARKETS TO LIGHTBOX
GCA acted as exclusive financial advisor to Real Capital Markets, the leading commercial real estate
transaction marketplace, SaaS transaction management and business intelligence platform, on its sale to
LightBox, a portfolio company of Silver Lake and Battery Ventures.

» On May 13, 2019, LightBox Holdings, L.P. (“LightBox”) » RCM is central to Lightbox’s strategy of aggregating
announced that it had completed the acquisition of transaction volume and deepening relationships with
RealCapitalMarkets.com, LLC (“RCM” or “the Company”) large commercial services firms to expand its upstream
– Financial terms of the transaction were not disclosed connectivity to the commercial real estate transaction
» Headquartered in Carlsbad, CA, RCM is a leading online – ~50% of all US CRE assets greater than $10MM are
marketplace and SaaS platform supporting commercial brought to market and sold using RCM’s online
real estate (“CRE”) brokers throughout the transaction marketplace
process – Since inception, RCM has executed over 65,000
» RCM’s solutions include property marketing, transaction assignments with total consideration in excess of
management and business intelligence tools to unify $2.3Tn
broker-level and firm-level data and workflows – RCM’s customers rely on the Company’s workflow,
» LightBox, a portfolio company of Silver Lake and Battery marketing, and business intelligence tools to drive
Ventures, delivers smarter commercial real estate transactions and productivity
decision-making through data, analytics, and workflow » Lightbox has acquired 4 companies that comprehensively
innovations create a leading commercial real estate technology
» GCA acted as exclusive financial advisor to RCM in platform focused on the transaction, lending data, and
connection with the transaction analytics segments of the market – combined entity is a
scale leader with established relationships with lenders,
commercial services firms, and principal investors
74
CASE STUDY: SALE OF ZIPLOGIX TO LONE WOLF REAL ESTATE TECHNOLOGI ES
GCA acted as exclusive financial advisor to zipLogix, a leading provider of real estate transaction
management software, on its sale to Lone Wolf Technologies, a portfolio company of Vista Equity Partners.

» On April 22, 2019, Lone Wolf Technologies (“Lone Wolf”) » zipLogix will enhance Lone Wolf’s position as the leader in
announced that it had completed the acquisition of real estate transaction forms
zipLogix LLC (“zipLogix” or the “Company”)
− zipLogix management has advanced market
− Financial terms of the transaction were not penetration in the Company’s forms business having
disclosed successfully developed strong upsell opportunities
» Headquartered in Fraser, Michigan, zipLogix is the leading including e-signature, CRM and database linking
provider of real estate transaction forms and transaction solutions
documentation management software for the residential » Lone Wolf will support zipLogix’s continued operations
real estate sector and leverage the combined Company’s cross-selling
» Lone Wolf, a portfolio company of Vista Equity Partners, opportunities
provides real estate software solutions, such as back » The combined company will service over 1.4 million
office management, marketing and e-signature platforms, agents, 20,000 offices, and 1,000 MLSs and Associations
to more than 20,000 real estate offices across North in the U.S. and Canada
America
» GCA acted as exclusive financial advisor to zipLogix in
connection with the transaction
75
CASE STUDY: SALE OF ATTOM DATA SOLUTIONS TO LOVELL MINNICK PARTN ERS
GCA acted as exclusive financial advisor to ATTOM, a leading provider of national real estate data
solutions, on its sale to Lovell Minnick Partners.

» On January 8, 2019, Lovell Minnick Partners announced » ATTOM is a leading, scale platform investment in the real
that it had completed the acquisition of ATTOM Data estate data solutions market
Solutions (“ATTOM” or the “Company”)
− Company’s proprietary data solutions include
− Financial terms of the transaction were not property tax, deed, mortgage, foreclosure,
disclosed environmental risk, natural hazard and
» Headquartered in Irvine, California, ATTOM is a leading neighborhood data for 150+ million U.S. residential
provider of comprehensive data solutions to the real and commercial properties, covering 99% of the
estate, mortgage, insurance, marketing and adjacent nation’s population
markets − Company serves 225+ data customers with
» Lovell Minnick Partners is a private equity firm with multiyear contracts
expertise in investing in the financial technology and
services industry. Since its inception in 1999, Lovell − ATTOM management has generated strong organic
Minnick Partners has raised $2.7 billion in committed growth and successfully pursued accretive strategic
capital and has completed investments in over 45 opportunities, including its acquisition of
companies neighborhood data provider Onboard Informatics in
early 2018
» GCA acted as exclusive financial advisor to ATTOM in
connection with the transaction » Lovell Minnick will continue to support management in
executing its strategic plan to build the leading
technology platform in the real estate data industry
76
GCA is a global investment bank that provides strategic M&A, capital markets
and private funds advisory services to growth companies and market leaders.
The firm offers worldwide coverage with over 450 professionals in 23 offices
across America, Asia and Europe. Built by the people that run the business,
GCA is a firm of experts who focus on deals that require commitment, original
perspective, skill and exceptional networks.
www.gcaglobal.com
This report was prepared by GCA Advisors, LLC, a registered broker-dealer and member of FINRA and SIPC. Sources of data include Capital IQ and other news organizations. Information obtained from third-
party sources is considered reliable, but we do not guarantee that the information herein is accurate and complete. The report shall not constitute an offer to sell or the solicitation of an offer to buy any of
the securities mentioned herein; past performance does not guarantee future results. Recipients of this report should not interpret the information herein as sufficient grounds for an investment decision or
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GCA RE Tech 2019 Annual Review 1

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GCA RE Tech 2019 Annual Review 1

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PRELIMINARY CONFIDENTIAL DRAFT

PropTech Market Update

EXECUTIVE SUMMARY – 2019 REAL ESTATE TECHNOLOGY

» Significant M&A activity with 104 PropTech M&A deals in 2019

GCA 2019 PropTech Transaction Activity

Acquired by Acquired by Acquired by Acquired by Majority interest Acquired

A Portfolio Company of A Portfolio Company of

Source: Capital IQ as of 1/25/20, Pitchbook, press releases.

2019 PROPTECH SECTOR SUMMARY

Source: Capital IQ as of 1/25/20, Pitchbook, press releases.

GCA 2019 PROPTECH TRANSACTIONS

GCA U.S. PropTech Team Global Leader in PropTech Advisory

Marcus Anthony Zain Azeem

Lizzie Cooperstone Acquired by Majority Interest

Key Sub-Sector Coverage Verticals

Facilities Management a portfolio company of

Investment from Acquired by Acquired by MBO backed by

Construction Tech Acquired by

GCA: A LEADING INDEPENDENT GLOBAL INVESTMENT BANK

II. PUBLIC MARKETS

III. RESIDENTIAL REAL ESTATE TRENDS

IV. COMMERCIAL REAL ESTATE TRENDS

V. MORTGAGE & FINANCING TRENDS

VI. ADDITIONAL TRANSACTION CASE STUDIES

VII. M&A AND MARKET COMPS BACK-UP

VIII. GCA 2019 TRANSACTION CASE STUDIES

ANOTHER RECORD YEAR – REFLECTED IN 2019 DEAL FLOW

U.S. Real Estate Technology Venture Investment (2014 - 2019)

($MM) Equity Raise Value Debt Raise Value

324 U.S. PropTech deals in

2014 2015 2016 2017 2018 2019

Source: Capital IQ as of 1/25/20, Pitchbook, press releases.

U.S. Investment by Category from 2019 ($MM)

CRE Marketplace / Management iBuyers

Multi-family Financing Assistance

Construction Tech Referral Networks

Mortgage / Closing Software

P&C Insurance Tech

ANOTHER RECORD YEAR – REFLECTED IN 2019 DEAL FLOW

Increase in round sizes signals emergence

8/21 $400 $565 $1,000

15 16 4/18 $160 $185 $240(1)

5/14 $123 $468 $2,100

GROWING ECOSYSTEM OF PROPTECH-FOCUSED PE / GROWTH INVESTORS

REAL ESTATE PRIVATE COMPANY FUNDING LEADERS

Source: Pitchbook, CB Insights, Company filings, Company websites, press releases.

HEALTHY M&A MARKET

2015 2016 2017 2018 2019 3/7 ~$400(2)

U.S. M&A Deals by Category from 2019

Buyer Target Buyer Target

MOST ACTIVE ACQUIRERS IN REAL ESTATE TECHNOLOGY

Notes: Listed targets reflect publicly-announced transactions.

II. PUBLIC MARKETS

III. RESIDENTIAL REAL ESTATE TRENDS

IV. COMMERCIAL REAL ESTATE TRENDS

V. MORTGAGE & FINANCING TRENDS

VI. ADDITIONAL TRANSACTION CASE STUDIES

VII. M&A AND MARKET COMPS BACK-UP

VIII. GCA 2019 TRANSACTION CASE STUDIES

PUBLIC COMPANY PERFORMANCE

53% 51% 42% 37% 31% 29% 0% (7%) (7%)

LTM Share Price Performance

PUBLIC COMPANY VALUATION