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Confidential 1 Bank of America Merrill Lynch: 2015 Leveraged Finance Conference December 4, 2015 Jeffrey Laborde, CFO

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Page 1: Bank of America Merrill Lynch: 2015 Leveraged Finance ... · PDF fileBank of America Merrill Lynch: 2015 Leveraged Finance Conference December 4, 2015 ... MANUFACTURING DISTRIBUTION

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1

Bank of America Merrill Lynch:

2015 Leveraged Finance Conference

December 4, 2015

Jeffrey Laborde, CFO

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This presentation contains forward-looking statements. All statements other than statements of historical face included in this presentation are forward-looking statements. Forward-looking statements give our current expectations and projections relating to our financial condition, results of operations, plans, objectives, future performance and business and are subject to risks and uncertainties. You can identify forward-looking statements by the fact that they do not relate strictly to historical or current facts. These statements may include words such as “anticipate,” “estimate,” “expect,” “project,” “plan,” “intend,” “believe,” “may,” “should,” “can have,” “likely” and other words or terms of similar meaning in connection with any discussion of the timing or nature of future operating or financial performance or other events.

The forward-looking statements contained in this presentation are based on assumptions that we have made in light of our industry experience and our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate under the circumstances.

As you review and consider this presentation, you should understand that these statements are not guarantees of performance or results. They involve risks, uncertainties (some of which are beyond our control) and assumptions. Although we believe these forward-looking statements are based on reasonable assumptions, you should be aware that many factors could affect our actual results and cause them to differ materially from those anticipated in the forward-looking statements. You should read the Risk Factors contained in the Form 10-K/T that we filed with the U.S. Securities and Exchange Commission and any other filing we make with the U.S. Securities ExchangeCommission in the future to understand the risks we face and with the understanding that our actual results may be materially different from what we expect.

The financial information in this presentation includes financial information that is not presented in accordance with generally accepted accounting principles (GAAP). Non-GAAP financial measures may be considered in addition to GAAP financial information, but should not be used as substitutes for the corresponding GAAP measures. Non-GAAP measures in this presentation may be calculated in a way that is not comparable to similarly titled measures reported by other companies.

Disclaimer

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Purpose-built ERP by Industry – supporting suite of integrated SCM, FM, EAM, HCM and CRM solutions

Optimized for industry verticals – differentiated micro-vertical focus delivers last mile features that reduce deployment costs and time

Flexible delivery model – large base of recurring, high margin On-premise revenue synergistic with high-growth Cloud businesses

Modern CloudSuite platform – next-gen cloud platform with strong focus on design and user experience, open standards and predictive analytics

Broad customer and partner base – High barriers to entry and customer lifetime value with significant repeat purchases. ~1,500 partners/resellers

Proven acquisition platform – GT Nexus acquisition adds deep supply chain intelligence and cloud expertise across manufacturing and retail verticals

Over 73,000 customers globally | offices in 43 countries | software available in 57 languages

More than 40% of revenues from International | World-class renewal rates of 93%+ | High free cash flow yield

Company overview

$100BN+TAM

$2.8BNRevenue

$786MMAdjusted

EBITDA

Over 300%SaaS bookings

growth

~45MMCloud

users

Headquarters: New York, NY Employees: 14,000+ Customers: 73,000+ globallyStatus: Privately held by Golden Gate Capital and Summit Partners

Leading global provider of next-gen, mission-critical enterprise applications

Over 55%SaaS revenue

growth

Note: Revenue and cash EBITDA are based on actual rates and reflect our results for the last twelve months ended April 30, 2015. Refer to historical lender presentations, available on Infor’s website, for reconciliation to GAAP

amounts. The growth percentages reflect the results for the last twelve months ended April 30, 2015, compared to the similar period ended April 30, 2014.

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Transformation

2002-2007 2007-2010 December 2010 Today

Innovation PhaseConsolidation

Integration

InforCloudSuite

Amazon +

open source

400 new

products

Product

assessment

New strategy

R&D 1,500

new engineers

New

management

team Hook & Loop

Dynamic

Science Labs

FY 2003 Revenue: $73 million FY 2015 Revenue: $2.8 billion

FY 2015 Revenue is for the last twelve months ended April 30, 2015.

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CloudSuite platform at a glanceExpansive solution set and unrivaled vertical orientation delivered across a flexible, scalable model

ERP

Aerospace &

Defense

Distribution

Food & Beverage

Healthcare

Equipment

(Dealer & Service)

Public Sector

High Tech

Technology

Integration and

Analytics

Financials

Social

Business

E-

commerce

Science

Applications

HybridOn-premise Cloud

PLM

CRM

EAM

SCM

HCM

Manufacturing /

Industrial

Construction

Fashion

Hospitality

Automotive

Chemicals

& Life Sciences

Retail

Clinical

Facilities

Management

FLEXIBLE DELIVERY MODEL

Industry leading

platform technologyMobility Infor d/EPM

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28% 31% 34% 37% 40% 43%

72% 69% 66% 63% 60% 57%

2014A 2015E 2016E 2017E 2018E 2019EPublic Cloud

Large and growing core ERP TAM

In Billions

Faster growth thanworldwide IT market

Of CIOs consider cloud an option for new projects

6x 55%

25%

11%6% 6% 5% 3%

44%

Other

$45 $48 $50$54

$58$62

2013A 2014A 2015E 2016E 2017E 2018E

Massive ERP market opportunity Global ERP market share

License remains majority of total ERP revenue Cloud is the Future

Of companies will be pursuing a hybrid IT strategy by 2015

75%On-Premise/ Other

Source: IDC , Market Analysis, Gartner

(Revenue in billions)

CAGR

1.8%

16.2%

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73,000+ customers in strategic verticals

MANUFACTURING DISTRIBUTION HEALTHCARE SERVICES

EQUIPMENT

SERVICE, MGMT.,

RENTAL

CONSUMER

PRODUCTSHOSPITALITY PUBLIC SECTOR

Powering ERP for many of the world’s most iconic brands

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Business applications:

an industry ripe for disruption

• Massive expenditures on consultants to customize and integrate enterprise applications

• Integrators recommend generic name brand apps and then deploy their own consultants

to push years of change orders to add industry-specific features

• Acquisitions by vendors have decomposed ERP Suites into many disparate components;

integrators stitch them together

• Integrators and vendors with “tech stack” have an economic model tied to on-premise

ERP: Lowest customer sat in all of technology… “The Parade of Horribles”

– Customizations and integrations that break on upgrades and don’t work for cloud

– High risk, low value projects that are consulting intensive and unpredictable; pervasive shelfware

– Processes between trading partners are labor intensive, inefficient and opaque

– Complex, non-intuitive applications that are not used by most employees

– Inability to scale infrastructure for big data

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Our solution strategy

SciencePredictive analytics

Machine Learning

Optimization

DesignDesign Thinking

Digital transformation

Social Mobile

Industry

ProcessesLast mile features

End-to-End Commerce

Multi-enterprise

Commerce Network

Internet

ArchitectureGlobal cloud

Open source

XML integration

Elastic supercomputer

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Our go-to-market strategy

1. New LogosIndustry specific solution

2. Expand the BaseGet current

3. Upgrade Existing

CustomersGet current in the cloud

New Growth Markets Outflank Competition Modernize our Base

Drive strategic edge apps

adoption with a focus on HCM, BI,

CRM, EAM, etc.

Leverage strong relationships

Compelling, market-leading

technology for up-sell/cross-sell

Value selling vs feature/function

Ongoing campaigns,

development, and education

Deliver last mile functionality to

strengthen position as an ERP

player in key growth verticals

Tap spend on vertical solutions in

high growth geographies and

verticals

Leading with high growth edge

application offerings

Conversion of existing client base

to SaaS to improve retention and

customer value

Done via specific migration

programs including UpgradeX and

Lift & Shift

Increase adoption of latest

innovations (BI/Analytics, UI, ION

integration, etc.)

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IndustryCore

Best-in-classwith industry editions

Manufacturingand DistributionERP

PLM

SCP

Service Management

Healthcare

ERP

Point of Use

Recall Management

Clinical Integration

HIE

Hospitality

Financials

HMS

CRS

Revenue Management

Service Industry

Retail

Financials

Merchandising

Store Operations

Planning andReplenishment

Public Sector

ERP

Community Development

Utility Billing

Permitting

AIS

HCM

HR

Payroll

Talent Management

Learning

WFM

HRSD

Talent Science

CRM

SFA

Marketing

MRM

Rhythm

Personalization

Service Case Mgmt.

EAM

Asset Registry

Maintenance Planning & Execution

Project Management

Sustainability

Performance ManagementBudgeting / Planning

Expense Management

ARC

Cost Allocation

Consolidation

Supply Chain ExecutionWMS

TMS

Yard Management

Labor Management

Warehouse Mobility

ION PaaS

Amazon Web Services™

CloudSuite overview

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12(1) U.S. Commerce Department.

A few broad

industries

2,151 micro-verticals(1)

Industries vs. microverticals

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Our key industries

Retail.

E-commerceCustomer engagement

HealthcarePatient engagement

Operations efficiency

Clinical integration

Population health

Manufacturing

Supply ChainTrading partner engagement

Production

Supply chain management

Assets management

Public SectorCitizen engagement

Financial management

Talent management

Asset management

Field service

Industry Expertise & Digital Transformation – to serve customers, patients and citizens

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GTN acquisition extends the value proposition

2

3

4

5

6

1 Granular visibility into orders at all stages of the production and fulfillment levels

Combination moves order visibility up the chain – SCM becomes a strategic tool (e.g., sales, marketing, merchandise planning)

Create 1st network for both indirect and direct procurement – something procurement officers have demanded to no avail

Opportunity to embed GT Nexus’ network into Infor’s ERP cloud, driving enhanced adoption of core Infor suite by GT Nexus users

Provides single view of orders across heterogeneous ERP environments; mitigates need for vast, internal ERP consolidation

Applications and analytics that leverage the combined Infor and GT Nexus data feeds

Creating the Global Commerce Cloud

Compelling Combined Opportunity

Factory

management

Warehouse

management

Order mgmt.

procure-to-

pay finance

Work in

process

Inventory

management

Transportation

management

Transport /

receive

Plan, market,

quote, and

close Ou

t-b

ou

nd

de

ma

nd

In-b

ou

nd

su

pp

ly

Source Make Move Store Deliver Sell

GT Nexus

Infor

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“...right

product at

exactly

the right time.”

“...changing

the experience

of how people

use software.”

Disruptive industry impact

“...cutting-edge

User Experience

Design (UXD).”

“...Infor challenges

ERP duopoly.

Welcome relief from a

diet of

non-differentiated

horizontal

applications.”

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Portfolio license mix shift to growthFY2016 budgeted FX rates

% of Total License Revenue

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

100%

2013A 2014A 2015A 2016E

% o

f To

tal L

ice

ns

e R

eve

nu

e

Note: Based on FY2016 budgeted FX rates. 2016E shown pro forma for the full year effect of the GT Nexus acquisition.

Modernized

Perpetual

Not

Modernized

SaaS

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FY15 Sales Highlights2015 Budget Rates

Note: The information presented above reflects the LTM period ended April 30, 2015 and the growth and Y-o-Y percentages are compared to the similar period ended April 30, 2014.

TCV used unless indicated.

SaaS ACV Bookings

Growth

323%

YoY increase in

Channel $’s

22%

Net new Customers

3,444

YoY increase in deal

count > $1m

128%

YoY increase in deal

$’s >$1M

163%

Total # Transactions

18,918

YoY increase in Total

Bookings $’s

43%

YoY increase SaaS

Revenue

56%

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2012 LTM Q1 '16

Redeployment of investments into development

2012 LTM Q1'16

($ in millions)

$219M

$168M

G&A Savings mitigated nearly 50% of the Development investments madeDevelopment investments are all driven to modernized high growth products

119 103

186 287

2012 LTM Q1'16

Core Modernized

$305M

$390M

($ in millions)

Note: Analysis based on FY 2016 budgeted FX rates. Periods recast to new fiscal year end of April 30 and exclude stock-based compensation. FY12 includes pre-acquisition results of Infor and Lawson.

($ in millions)

Development mix shift Back office efficiency

Total Operating Expenses

$2,132M$2,271M

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Notes: Results as presented are based on actual currency. FY 2012 shown pro forma for the pre-combination results of Infor and Lawson; all periods exclude effects of purchase accounting haircuts to deferred revenue.

Refer to historical lender presentations, available on Infor’s website, for reconciliation to GAAP amounts.

Beginning in the first quarter of FY 2015, we changed our fiscal year end to April 30 from May 31. FY 2014 has been recasted in order to be comparable with FY 2015 and reflects our results for the last twelve

months ended April 30.

Historical annual financial summary

$537 $532 $550 $601

$1,444 $1,443 $1,467 $1,459

$778 $763 $751 $700

FY 2012 FY 2013 LTM 4/30/14 LTM 4/30/15

License Fees Maintenance Services

$2,759 $2,738 $2,768 $2,760 $838 $829 $812 $786

FY 2012 FY 2013 LTM 4/30/14 LTM 4/30/15

EBITDA Margin: 30.4% 30.3% 29.3% 28.5%

FYE 5/31 LTM 4/30 FYE 5/31 LTM 4/30

Pro forma revenue Pro forma adjusted EBITDA

($ in millions) ($ in millions)

(1)

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$812

$786 $819

LTM 4/30/14 Actual Constant FX

Annual performance – constant currency

Note: Beginning in the first quarter of FY 2015, we changed our fiscal year end to April 30 from May 31. FY 2014 has been recasted in order to be comparable with FY 2015 and reflects our

results for the last twelve months ended April 30. FY 2015 constant currency results are computed by converting actual FY 2015 results using FY 2014 FX rates.

$2,768 $2,760 $2,860

LTM 4/30/14 Actual Constant FX

LTM 4/30/15

Pro forma revenue Pro forma adjusted EBITDA

($ in millions) ($ in millions)

LTM 4/30/15

$786 $819

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Illustrative view of FYE change impact

$12 $16$26

$40

$89 $86

$155

$81

$598$610

$696

$637

$200

$300

$400

$500

$600

$700

$0

$40

$80

$120

$160

$200

Q113 Q114 Q115 Q116

SaaS Subscriptions License Fee Total Revenue

Fiscal Year Change($ in millions)

Note: Pro forma revenue results contain reversal of purchase accounting adjustments. The table above is presented based on FY 2016 budgeted FX rates to facilitate comparisons across all periods presented. FY13 and FY14

reflect the three months ended August 31, our previously reported Q1 under our old fiscal year - FY15 and FY16 reflect the three months ended July 31, based on our new fiscal year.

(1) Q1 FY15 includes the month of May 2014, the last month of our previously reported fiscal year 2014.

(1)

$101 $102

$181

$121

Pro Forma FY16 Budget FX Rates

Lic

en

se

Re

ve

nu

e To

tal R

eve

nu

e

SaaS Subscriptions

CAGR 50.9%

License Fee

CAGR -2.9%

Total Revenue

CAGR 2.1%

Total License Revenue

CAGR 6.4%

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60%

32%

8%

Americas

EMEA

APAC63%

30%

7%

Americas

EMEA

APAC

22%

53%

25%License

Maintenance

Services

Revenue mix metrics

19%

56%

25%License

Maintenance

Services

Note: Revenue Metrics are based on Pro Forma Revenue using actual rates.

Q1’16

By R

eg

ion

FY2015

By T

yp

e

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Top = new customers, Bottom = existing customersTop = channel Bottom = direct

Customer mix – Perpetual license + ACV SaaS bookingsDirect/Channel mix – Perpetual license + ACV SaaS bookings

Operational metrics

Professional services utilization

61% 61% 60%65%

59%

0%

15%

30%

45%

60%

75%

90%

Q115 Q215 Q315 Q415 Q116

75% 78% 78% 78% 80%

25% 22% 22% 22% 20%

0%

20%

40%

60%

80%

100%

Q115 Q215 Q315 Q415 Q116

80% 79% 82% 81% 72%

20% 21% 18% 19% 28%

0%

20%

40%

60%

80%

100%

Q115 Q215 Q315 Q415 Q116

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Infor growth opportunity

$

Industry specialization

Cloud momentum

Faster & better innovation

Better ownership experience for customers

Mergers & acquisitions

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25Copyright © 2015. Infor. All Rights Reserved. www.infor.com

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Appendix

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Balance sheet (GAAP)

April 30, May 31,

$ in millions 2015 2014

Assets

Current assets

Cash and cash equivalents 526.7$ 575.3$

Accounts receivable, net 338.0 404.2

Other current assets 212.1 202.8

Total current assets 1,076.8 1,182.3

Property and equipment, net of accumulated depreciation 81.8 82.8

Intangible assets, net of accumulated amortization 4,776.8 5,267.9

Other long-term assets 113.1 123.9

Total assets 6,048.5$ 6,656.9$

Liabilities and Stockholders' Deficit

Current liabilities

Accounts payable and accrued liabilities 436.1 481.2

Deferred revenue 867.0 975.3

Current portion of long-term debt 0.1 31.7

Total current liabilities 1,303.2 1,488.2

Long-term debt 5,226.7 5,218.4

Other long-term liabilities 315.4 410.3

Total liabilities 6,845.3 7,116.9

Stockholders' deficit (796.8) (460.0)

Total liabilities and stockholders' deficit 6,048.5$ 6,656.9$

TBU 7/30

July 31, April 30,

$ in millions 2015 2015

Assets

Current assets

Cash and cash equivalents 613.2$ 526.7$

Accounts receivable, net 275.4 338.0

Other current assets 238.1 212.1

Total current assets 1,126.7 1,076.8

Property and equipment, net of accumulated depreciation 82.0 81.8

Intangible assets, net of accumulated amortization 4,681.2 4,776.8

Other long-term assets 121.1 113.1

Total assets 6,011.0$ 6,048.5$

Liabilities and Stockholders' Deficit

Current liabilities

Accounts payable and accrued liabilities 406.1 436.1

Deferred revenue 895.3 867.0

Current portion of long-term debt 0.1 0.1

Total current liabilities 1,301.5 1,303.2

Long-term debt, net 5,206.2 5,226.7

Other long-term liabilities 306.9 315.4

Total liabilities 6,814.6 6,845.3

Stockholders' deficit (803.6) (796.8)

Total liabilities and stockholders' deficit 6,011.0$ 6,048.5$

Note: Financials shown at actual rates; GAAP representation.

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Capital structure($USD in millions) As of Pro Forma Next Call

7/31/15 7/31/15 Maturity Pricing Floor Date Price

Cash $613.2 $538.2

Revolver ($150mm) $0.0 $0.0 4/17/17 L + 275 bps -- -- --

Term Loan B-3 465.5 465.5 6/3/20 L + 275 bps 1.00% -- --

Term Loan B (€339.6mm) 372.9 372.9 6/3/20 E + 300 bps 1.00% -- --

Term Loan B-5 2,466.6 2,466.6 6/3/20 E + 275 bps 1.00% -- --

Fi rs t Lien Notes 0.0 500.0 8/15/20 5.750% -- 8/15/17 102.875

Total Secured Debt $3,305.0 $3,805.0

Senior Notes 1,630.0 1,630.0 5/15/22 6.500% -- 5/15/18 103.250

Senior Notes (€350.0mm) 384.4 384.4 5/15/22 5.750% -- 5/15/18 102.875

Total Infor Debt $5,319.4 $5,819.4

HoldCo Senior Contingent Cash Pay Notes $750.0 $750.0 5/1/21 7.125%/7.875% -- 5/1/17 4/12/00

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Illustrative View of FYE Change Impact

(1) Pro forma results contain reversal of purchase accounting adjustments

(2) The table above is presented based on fiscal 2016 budgeted FX rates to facilitate comparisons across all periods presented

(3) FY13 and FY14 reflect the three months ended August 31, our previously reported Q1 under our old fiscal year - FY15 and FY16 reflect the three months ended July 31, based on our new fiscal year

(4) Q1 FY15 includes the month of May 2014, the last month of our previously reported fiscal year 2014

(1) The table above is presented based on GAAP results at actual FX rates for all periods presented –

differences to the pro forma table above are due to purchase accounting adjustments and FX rates

(2) FY13 and FY14 reflect the three months ended August 31, our previously reported Q1 under our old fiscal year -

FY15 and FY16 reflect the three months ended July 31, based on our new fiscal year

(3) Q1 FY15 includes the month of May 2014, the last month of our previously reported fiscal year 2014

Pro Forma @ FY16 Budget FX Rates

GAAP @ Actual FX Rates

$ in millions

Q113 Q114 Q115 (4)Q116 CAGR

License fees $ 88.7 $ 85.9 $ 154.6 $ 81.3 -2.9%

SaaS subscriptions 11.5 15.5 25.7 39.5 50.9%

Software license fees and subscriptions $ 100.2 $ 101.4 $ 180.3 $ 120.8 6.4%

Total Revenue $ 598.3 $ 610.4 $ 696.4 $ 636.5 2.1%

Pro Forma Results (1)(2)(3)

$ in millions

Q113 Q114 Q115 (3)Q116 CAGR

License fees $ 90.2 $ 90.9 $ 165.8 $ 81.5 -3.3%

SaaS subscriptions 10.6 14.7 26.2 39.5 55.0%

Software license fees and subscriptions $ 100.8 $ 105.6 $ 192.0 $ 121.0 6.3%

Total Revenue $ 632.8 $ 650.3 $ 753.2 $ 640.3 0.4%

Actual Results (1)(2)

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Reconciliation of Net Income to

Pro Forma Adjusted EBITDA

$ in millions

Fiscal Year Ended

May 31, 2012

Fiscal Year Ended

May 31, 2013

LTM Ended

April 30, 2014 (1)

LTM Ended

April 30, 2015 (1)

Net income (loss) (310.0)$ (76.2)$ 109.9$ 74.4$

Reconciliation of net income (loss) to Adjusted EBITDA:

Net Interest (2) 467.4 419.3 384.2 350.9

Income tax provision (benefit) (16.3) 22.6 7.3 (39.2)

Depreciation and amortization 323.6 275.7 263.7 245.7

Purchase accounting impact (3) 148.4 18.1 8.8 5.1

Equity-based compensation 11.2 14.0 28.6 18.7

Acquisition transaction and integration costs 75.9 15.0 26.3 1.7

Non-recurring, extraordinary, exceptional, unusual (gains) losses 18.6 18.5 1.6 14.7

Restructuring 67.8 10.2 13.4 11.5

Other non-operating expenses 10.0 7.5 7.9 7.6

FX (gains) losses (111.4) 99.3 (46.2) (77.4)

Loss on extinguishment of debt 107.1 1.8 5.2 172.4

Synergies (4) 39.4 3.3 1.4 0.1

Pre-acquisition Adjusted EBITDA 5.8 - - -

Adjusted EBITDA 837.5$ 829.1$ 812.1$ 786.2$

(1) Beginning in the first quarter of FY 2015 we changed our fiscal year end to April 30 from May 31. FY 2014 has been recast to be comparable with FY 2015

and reflects our results for the last twelve months ended April 30.

(2) Includes fees associated with debt as defined by Infor Note's Indentures

(3) Represents GAAP purchase accounting adjustments

(4) Cost savings from acquisitions yet to be realized