Clarita Solutions Acquisition Investor Presentation

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Clarita Solutions acquisition - Investor Briefing

9th November 2021

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Important Notices & Disclaimer

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This presentation is provided for information purposes only. The information in this presentation is in a summary form, does not purport to be complete and is not intended to be relied upon as advice to investors or other persons. The information contained in this presentation was prepared by COSOL Limited (COSOL) as of its date, and remains subject to change without notice. This presentation has been provided to you solely for the purpose of giving you background information about COSOL.

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PAST PERFORMANCE

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COSOL does not warrant or represent that the information in this presentation is free from errors, omissions or misrepresentations or is suitable for your intended use. The information contained in this presentation has been prepared without taking account of any person's investment objectives, financial situation or particular needs and nothing contained in this presentation constitutes investment, legal, tax or other advice. The information provided in this presentation may not be suitable for your specific needs and should not be relied up on by you in substitution of you obtaining independent advice. Subject to any terms implied by law and which cannot be excluded, COSOL accepts no responsibility for any loss, damage, cost or expense (whether direct, or indirect, consequential, exceptional or special damages including but not limited to loss of revenue, profits, time, goodwill, data, anticipated savings, opportunity, business reputation, future reputation, production or profit, any delay costs, economic loss or damage) incurred by you as a result of any error, omission or misrepresentation in this presentation.

PRESENTATION OF INFORMATION

All currency amounts in this presentation are in Australian dollars unless otherwise stated. Amounts in this document have been rounded and any differences between this document and COSOL's financial statements are due to rounding.

AUTHORISATION

This presentation is dated 9 November 2021, and was authorised for release by the Board of COSOL.

For more information, please contact: Mr Ben Buckley, T [phone], E [e-mail]

COSOL Limited ABN 66 635 371 363

Level 3, 201 Leichhardt Street, Spring Hill QLD 4000

COSOL | CLARITA SOLUTIONS ACQUISITION | INVESTOR PRESENTATION | NOVEMBER 2021

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Clarita Solutions - Key Headlines

Clarita is a specialist in the leading Enterprise Asset Management (EAM) platform, IBM Maximo - in Gartner's magic quandrant

Clarita EAMaaS (Enterprise Asset Management as a service) is the only SaaS offering that combines Asset Management, Drawing management, Mobility and GIS (Geographical Information Systems) - a unique proprietary digital solution

Clarita's headquarters is in Brisbane, Australia and has offices in Melbourne and New Zealand. It has 35 FTE's based in multiple locations

Clarita has demonstrated strong revenue growth over last 3 years - CAGR in excess of 30%, with FY'21 actual audited revenue

of $10.2m

Returns 21% EBIT on revenue - FY'21 audited EBIT of $2.251m

39 active customers across Australia and New Zealand - Sector focus - Utilities, Government, Logistics, Transportation, Construction, Mining

Clarita has a series of Strategic Partnerships - Gold Partner with IBM and ANZ exclusive distribution for EZMax Mobile

Market potential - 3,956 companies worldwide using IBM Maximo, with a large market presence in the US (53%)

COSOL | CLARITA SOLUTIONS ACQUISITION | INVESTOR PRESENTATION | NOVEMBER 2021	3

Clarita's fit with COSOL's acquisition strategy

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Acquisition criteria

✓Complementary digital IP and services

✓Industry sectors

✓Proven business model

✓Revenue synergies

✓Geographies

✓Deal structure that is aligned to shareholders

✓Valuation

✓Proven management

Clarita's strategic alignment to criteria

• Extends Enterprise Data Asset Management Platform - adds IBM Maximo to Hitachi Ellipse and SAP
• Adds proprietary digital SaaS solution - EAMaaS
• Adds GIS capability to COSOL' data suite
• Focus is on heavy asset industries to improve asset performance and achieve business optimisation
• Top 10 customers are Utilities, Government, Transportation, Logistics
• Positive recent growth rate - CAGR in excess of 30% - $10.2m in revenue in FY'21
• Proven EBIT delivery - 20% on revenue
• Provides immediate access to larger addressable market through IBM Maximo channel
• Opens new distribution channels for existing COSOL IP and services
• Opens up additional opportunity into North America market
• Upsell opportunity for GIS services into existing COSOL client base
• Business headquartered in Queensland which will allow ease of integration - particularly Business Development
• Open's up New Zealand as a new territory
• 40% of upfront consideration taken in equity
• 25% of total potential consideration taken in earnout after achieving EBIT hurdles
• Vendors and key employees must remain with business to achieve earnout and remain significant shareholders in COSOL
• Upfront multiple - 5.3 x FY'21 EBIT - consistent with previous acquisition multiples
• Purchase price will contribute to FY'22 results and is accretive to earnings
• CEO, Head of BDM and Vendors have decades of proven leadership in the sector and positive reputations within the industry

COSOL | Corporate Strategy and FY22 Plan | June 2021

COSOL | CLARITA SOLUTIONS ACQUISITION | INVESTOR PRESENTATION | NOVEMBER 2021

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COSOL Limited - Strategic Growth Map

The heatmap below was previously developed to demonstrate where the existing organic growth opportunities will be complimented by acquisition or investment to accelerate growth

Acquisitive or

Offerings

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Investment

Opportunity

APAC

North

Hitachi America

Other

APAC

SAP North America

Other

Other APAC e.g.

Maximo North

America

Core IT Services

Managed		Professional		Security &
Services		Services		Networks

3

Enterprise Asset Management		Enterprise Data Management
AMS		Professional		Product		Data		Data Migrations		Legacy Data
	Services			Management

1

COSOL Organic Growth Opportunities

2

Organic Growth Opportunities with Potential to Accelerate via Acquisition or Investment

Next Generation Productivity

Mobility Automation Analytics Optimisation

5

IFS

Infor Other

4

Evergreen	Copernicus	AddOns	RPConnect	RPConnect	RPConnect
DQA	ETL	LDV

COSOL

| CLARITA SOLUTIONS ACQUISITION | INVESTOR PRESENTATION | NOVEMBER 2021

COSOL's Proprietary Digital IP	5