May 12, 2013 May 12, 2013 May 12, 2013

Sysorex Global Holdings, Corp.

CORPORATE PRESENTATION

MAY 2013

DISCLAIMERS

!  “Safe Harbor” Statement under the Private Securities Litigation Act: The Matters described herein contains forward-looking statement that involve risk and uncertainties that may individually or mutually impact the matter described, including but not limited to product demand and market acceptance, the effect of economic conditions, the impact of competitive products and pricing, governmental regulations, results of litigation, technological difficulties, and/or other factors outside the control of the Company (defined herein).

!  The Investment Summary contains forward-looking statements based on our current expectations, estimated and projections bout the Company’s operations, industry, financial condition and liquidity. Statements containing words such as “expect”, “believe”, “should”, “anticipate”, “intend”, plan”, “may”, “will”, or similar expressions constitute forward-looking expressions. These forward-looking statements include, but are not limited to, statements about our proposed acquisitions, and the anticipated cash flow balances at time of closing, the {Internet Services market, our user base, our services and marketing initiatives, the advertising market, competition, operating expenses, operating efficiencies, revenues, capital requirements, and our cash position.} In addition, any statements that refer to expectations, projections, or other characterizations or future events or circumstances, including any underlying assumptions, are forward-looking statements.

!  Such statements are not guarantees of future performance and are subject to risks, uncertainties and assumptions that are difficult to predict. Therefore our actual results could differ materially and adversely from those expressed in any forward-looking statements as a result of risk factors. Statements including factors that we believe may impact our results are not intended to be exclusive.

!  Regulation D: The Securities referred herein have not been registered under the Securities Act of 1933, as amended, or any state securities laws and are being offered and sold in reliance on exemptions from the registration requirements of such laws for sales of securities to accredited investors only. The Securities have not been approved or disapproved by the Securities and Exchange Commissions or any other regulatory authority, nor have any of the foregoing authorities passed upon or endorsed the merits of this offering or the accuracy or adequacy of the offering materials, and any representation to the contrary is unlawful. The information contained herein does not constitute an offer to sell or a solicitation of an offer to buy any securities, absent registration, or an exemption from registration. The information contained herein is for information purposes only.

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WHO WE ARE

•  Over 30 Years of Experience –  Successful Management Team –  Headcount: 80 –  HQ in Silicon Valley with offices in Washington DC & Riyadh

•  Trusted ITC Partner –  Excellent Track Record of Success –  Can provide Cleared Personnel –  Key certifications (CMMI, PMI, PMP) –  Silicon Valley Access to Cutting Edge Technologies

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WHAT WE DO

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Project/Program Management & Independent Validation & Verification

Sysorex provides life-cycle comprehensive Project & Program Management services, reorganization/cost-cutting strategies IV&V services and training. Recent projects include C4ISR system implementation to Fiber Network roll-out.

Custom Application Development & Enterprise Architecture Design

Providing technology consulting (architecture; platform; technology) and outsourced product design; SOA development; enhancement; testing for enterprise, mobile, etc. On-site; off-site; off-shore or a combination.

Green Data Center Design & Operations & Facilities Management

Providing full service infrastructure management and managed services on-site or remotely; design, build, operate and manage data centers using Green methodologies and solutions.

Security (Cyber/Network, Physical, Information), Critical Infrastructure Protection

Designing and implementing solutions that integrate physical (surveillance/access control) to cyber security; information assurance, designing and implementing security policies and re-designing business processes; secure information sharing and collaboration solutions; etc.

Business Intelligence/Analytics Business Intelligence and Analytics in real-time using semantic ontologies and other methodologies. Predictive analytics; forensics, and decision support systems.

SYSOREX CONTRACT AWARD

"  Issuing Agency – Department of Navy / SPAWAR

"  Type of Contract – Multiple Award IDIQ

"  Participation – Prime Contractor

"  Set Aside – Small Business

"  Ceiling Value - $250 Million

"  Contract Term – 1 year base with 4 options years

"  Overview – Acquisition, financial management, personnel, legal, administration, logistics, training and education, medical, travel, strategic planning, base facility support, data engineering, network engineering, application/system development, security accreditation, program management, system hosting, data center operations, data warehousing, systems administration, help desk and training, installation support, facility support and security.

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Sysorex Awarded Prime Position On $250 Million Pillar Contract To Provide SPAWAR Systems Center Atlantic Business And Force Support February 28, 2013

CORPORATE PROFILE

Exchange: OTC.PK Stock Symbol: : SYRX

Recent Close: $0.75 (5/07/13) Fiscal Year End: Dec 31

Shares Outstanding:23.9m Market Cap: $18m

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PRESTIGIOUS CUSTOMERS

UNITES STATES ARMY

DEPARTMENT OF DEFENSE

DEPARTMENT OF HEALTH AND

HUMAN SERVICES

GENERAL DYNAMICS

DEPARTMENT OF EDUCATION

NORTHROP GRUMMAN

FEDERAL AVIATION

ADMINISTRATION

NATIONAL INSTITUTE OF

HEALTH

LOCKHEED MARTIN

U.S. ARMY CORPS OF

ENGINEERS

INTERNAL REVENUE SERVICE

MANTECH INTERNATIONAL CORPORATION

DEFENSE INTELLIGENCE

AGENCY

SCIENCE APPLICATIONS

INTERNATIONAL CORPORATION

GENERAL SERVICES

ADMINISTRATION

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GO FORWARD STRATEGY

–  Organic growth •  Build out BD/B&P teams

•  Target more Prime opportunities

–  Acquisitions – to add IP, cross-sell and expand customer base (private and public sector)

–  Acquisition Criteria •  Profitable and cash-flow positive

•  IP and/or Core Services

•  Cyber-security

•  Cloud Services

•  BI/Analytics/Big Data

•  Mobile/BYOD

−  Several Target Companies Identified •  Target Co 1 – Data Center/Cloud; Analytics, Enterprise Solutions & Services

commercial, SLED looking to expand in Federal •  Target Co 2 - Cyber-security services company •  Target Co 3 – Data integration/analytics product company •  Target Co 4 – BYOD security product •  Target Co 5 – Security product

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GROWTH THROUGH ACQUISITION

In March 2013 Sysorex acquired 100% of the assets of Lilien LLC including its subsidiary Lilien Systems, Inc. Lilien will operate as Lilien Systems, a wholly owned subsidiary of Sysorex.

Lilien is a profitable enterprise IT infrastructure solution provider with over $40 million in annual revenue.

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LILIEN BACKGROUND

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#  Founded in 1984

#  Nationwide coverage

#  Offices in:

"  California

"  Hawaii

"  Oregon

"  Washington

#  Elite Solution Integrator: 200+ Technical Certifications Enterprise Services

Strategic Consulting

Architecture and Design

Integration

Staff Augmentation

Project Management

2020 Solution Enabler

Lilien Integration Services

Enterprise IT Infrastructure Solutions

Compute Data Mgmt Virtualization DR/

BC Networking/

Security

Connect & Secure

Store & Analyze Monetize Automate Update

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Wire

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Big

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Ent

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LILIEN VALUE PROPOSITION

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Helping Customers Adapt to a Rapidly Changing World

Enterprise

Data Mgmt. and Security

Networking

Big Data & Analytics

Virtualization, Apps. & O/S

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LILIEN VENDOR PARTNERS

SYNERGIES DRIVE ACCRETIVE GROWTH

Acquiring Lilien expands Sysorex's depth of enterprise service offerings, including Big Data services and advanced analytics, while providing premier partnership status with leading vendors in IT infrastructure.   

Leverages the global presence and resources of Sysorex and provides vertical market and geographic expansion.

Grows highly qualified and dedicated staff, deep technical expertise, premier technology certifications, and key manufacturer partnerships.

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COMPANY HIGHLIGHTS

•  Track Record of Success - Experienced, Proven Management

•  Built a $200m successful company with $2b backlog and successful exit

•  Over $150m in M&A transactions

•  Government contracts provides visible/predictable revenue streams

(typically 3-5 year contracts)

•  High incumbency win rate in government contracts

•  Strong Barriers to entry

•  Growth and diversification through acquisitions and existing sales pipeline

•  Acquiring intellectual property to increase shareholder and customer

value

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VALUE PROPOSITION

•  $300m contract pipeline

•  Leveraging solid Sysorex brand/reputation and

relationships

•  Core competency in bidding on government

contracts and executing/managing large-scale

complex projects

•  Access to cutting-edge technologies from

Silicon Valley that can be acquired leveraging

public stock

•  Strong Return on Investment/Internal Rate of

Return and exit potential through public entity

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A. SALAM QUREISHI, CHAIRMAN

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Work Experience >  2001-Present, Sysorex Global Holdings Corp, Chairman >  1972-1997, Sysorex International, Chairman & CEO

>  1969-1972, Optimum Systems, Inc.

>  1964-1968, IBM

Accomplishments >  Launched SIS in 1972 and, in less than four years, brought the company to prominence with offices in key cities and clients worldwide. SIS became one of the Top 25 providers of IT solutions to U.S. federal government customers. SIS was sold to the Vanstar Corporation in 1997.

>  Delivered over $5 billion in contract value to government customers world-wide through various Sysorex offices.

>  Invented, developed, and marketed a highly successful player selection/organization system used by three major NFL championship-winning athletic teams ( Cowboys, 49ers and Rams.) >  Conceived, designed, and installed a personnel testing system for a 300,000 person organization. The system effectively evaluated numerous behavioral, professional, and performance facets of key employees in the organization.

>  Managed the development, marketing, and implementation of a broad series of successful computer application programs in business, education, and government.

Education Post-Graduate work at Case Western University – 1959-1961 Masters - Statistics – Patna University, 1957

B.S. Statistics - Aligarh Muslim University, 1955 Aligarh India

NADIR ALI, CEO

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Work Experience >  2001-Present, Sysorex Global Holdings Corp CEO

>  1999-2001, Tira Capital, Co-founder and Managing Director

>  1998-2000, Isadra, Inc., VP of Strategic Planning

>  1995-1998, Sysorex Information Systems, Inc. (�SIS�), VP of Strategic Programs

>  1989-1994, Deloitte & Touche LLC and Independent, Management Consultant

Accomplishments Sysorex Information Systems

>  Played a key operations role at Sysorex Information Systems and was responsible for implementing and managing the company�s $1 billion plus in multi-year contracts (included program management and operations oversight)

>  Managed strategic vendor relationships for Sysorex including IBM, Microsoft, HP, etc.

>  Worked closely with investment banker on sale of Sysorex to Vanstar

Isadra

>  Led Isadra�s capital raising efforts and managed its eventual sale to VerticalNet

>  Handled sales, marketing and finance activities for Isadra

Sysorex Federal, Inc.

>  Established the vision and strategic intent of Sysorex Federal, Inc. and managed overall operations

>  Acquired ISC, Inc. to establish core competencies in the services business

>  Established contract vehicles to provide Sysorex with a platform of government contracts to grow its business

Education BA, Economics, University of California at Berkeley, 1989

WENDY LOUNDERMON, CFO

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Work Experience >  2002-Present, Sysorex Global Holdings Corp, CFO; SGS President >  1998-2002, Thomson Corporation, Tax Manager

>  1992-1998, Tax Management Systems, Inc., Tax Accountant

Accomplishments >  Active DOD Top Secret Clearance >  Sysorex: Oversee financial reporting. Prepare corporate consolidated financials and federal, state and local income tax returns. Develop cash management strategies. Create budgets and long-range financial planning. Ensure compliance with accounting regulations and coordinate with auditors. Manage human resources department. Oversee the Compensation, Benefits, HRIS, EEO and Affirmative Action plans. Ensure regulatory compliance with State and Federal laws in regards to HIPAA, FMLA, COBRA, WC, ERISA etc. Administer Company 401k Plan. Maintain appropriate government and company security records. Manage facility access controls.

>  Thomson Corp: Performed annual tax planning and analysis for federal corporate income taxes, multi-state income taxes, foreign taxes and local taxes. Identify and analyze tax law changes, financial accounting changes, new business transactions and corporate systems and operations changes for their effects on corporate tax liability. Developed tax return positions as part of the tax compliance process to defend tax positions on audits and in litigation. >  Tax Management Systems: Prepared corporate, partnership, fiduciary and complex individual tax returns including multi-state returns. Assisted corporate clients and individuals with end of the year tax planning. Participated in IRS audits. Researched unusual tax matters and prepared opinions.

Education B.S. Accounting, George Mason University, Fairfax, VA, 1993. Masters of Taxation, George Mason University, Fairfax, VA, 1996.

Certified Public Accountant

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