2012 First Quarter Report forward-looking statements or information are based on a number of assumptions which may prove to be incorrect. In addition to other assumptions identified

2012 First Quarter Report

Management’s discussion and analysis

Condensed consolidated interim financial statements

Notes to Condensed consolidated interim financial statements

Corporate information

3

13

17

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Contents

2012 First Quarter Report

Contents

Management’s discussion and analysisFor the quarter ended March 31, 2012

This Management’s Discussion and Analysis (“MD&A”) of Solium Capital Inc. (“Solium” or the “Company”) for the three months ended March

31, 2012 is dated May 7, 2012. This MD&A should be read in conjunction with the unaudited Condensed Interim Financial Statements for the

quarter ended March 31, 2012, the Company’s audited Consolidated Financial Statements and the accompanying notes for the year ended

December 31, 2011, and the MD&A included in the Company’s 2011 Annual Report.

Additional information relating to the Company is available on SEDAR at www.sedar.com under Solium Capital Inc.

All dollar amounts discussed in the MD&A are in Canadian dollars unless otherwise specified.

Special note regarding forward-looking statements

Certain statements included or incorporated by reference in this MD&A constitute forward-looking statements or forward-looking information

under applicable securities legislation. Forward-looking statements or information typically contain statements with words such as “anticipate”,

“believe”, “expect”, “plan”, “intend”, “estimate”, “propose”, or similar words suggesting future outcomes or statements regarding an outlook.

Forward looking statements or information in this MD&A include but are not limited to expectations regarding future revenues, earnings, capital

expenditures, and operating and other costs; business strategy and objectives; market trends; acquisition and disposition plans; the sufficiency

of cash and working capital for future operations; the timing and the completion of various development projects; and the acquisition of

intellectual property from Computershare Inc.

Such forward-looking statements or information are based on a number of assumptions which may prove to be incorrect. In addition to

other assumptions identified in this MD&A, assumptions have been made regarding, among other things, the Company’s transition to new

products and releases; the number of customer transactions; the length of the sales cycles; the competitive environment; the ability to

maintain or accurately forecast revenue from the Company’s products or services; the ability of the Company to identify, hire, train, motivate

and retain qualified personnel; currency fluctuations; the ability of the Company to develop, introduce and implement new products as well

as enhancements or improvements for existing products that respond, in a timely fashion, to customer/product requirements and rapid

technological change; risks associated with operations; the impact of any changes in the laws and regulations in the jurisdictions in which the

Company operates; the effect of new accounting pronouncements or guidance; and the ability of the Company to make all required payments

pursuant to its agreements with Computershare Inc.

Although the Company believes that the expectations reflected in such forward-looking statements or information are reasonable, undue

reliance should not be placed on forward looking statements or information because the Company can give no assurance that such

expectations will prove to be correct. The forward-looking statements and information are based on Solium’s current expectations, estimates

and projections, and are subject to a number of significant risks and uncertainties that could cause actual results to differ materially from those

anticipated. Such risks and uncertainties include, among others, general business and economic conditions; the overall performance of stock

market(s); actions of competitors and partners; the regulatory environment; the corporate governance environment and regulatory reporting

requirements for Solium’s clients; product capability and acceptance; the Company’s ability to generate sufficient cash flow from operations

to meet its current and future obligations; and the Company’s ability to access external sources of financing if required. A more detailed

assessment of the risks that could cause actual results to materially differ from current expectations is contained in the Risk Assessment

section of this MD&A. The foregoing is not exhaustive and other risks are detailed from time to time in other continuous disclosure filings of the

Company. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward looking statements

or information prove incorrect, actual results may vary materially from those described herein as anticipated, believed, estimated or expected.

These forward looking statements and future-oriented financial information contained herein are made as of the date of this MD&A. The

Company uses future-oriented financial information for budgeting and planning purposes and the information may not be appropriate for

other purposes.

3Management’s discussion and analysis

Overview of the company

Solium is a software-as-a-service company and is a leading global provider of web-based stock plan administration technology and services.

Solium’s software helps companies automate and manage their stock option and purchase plans, by providing unrivalled comprehensive

regulatory and financial reporting capabilities.

Solium’s technology provides functionality that streamlines a client’s workflow relating to the issuance of incentives, the exercise of incentives,

reporting of incentives and day-to-day maintenance of the incentives database. The technology provides constant online access to reports for

securities regulators, internal management and financial disclosure purposes.

Solium’s solutions empower plan participants by providing online access to participants to review their stock incentive portfolios from any

Internet-connected computer, anywhere in the world. Plan participants have direct access to the financial markets through Solium’s

brokerage partners.

Revenue is primarily earned on a recurring basis; derived from corporate clients, their associated employee plan participants, and Solium’s

brokerage partners. From corporate clients, Solium receives recurring access, subscription or maintenance fees. From associated employee

plan participants, revenue is continuously generated in the form of transaction and money movement fees. From brokerage partners, revenue

is continuously generated through fees that are based on the share transactions executed by the brokerage partners for Solium’s participants.

In addition, the Company receives one-time (non-recurring) revenue for the implementation of plans onto the system for new clients, ad hoc

customization and consulting.

Overall performance

The Company experienced a strong quarter in the first three months ended March 31, 2012, with revenue of $12,652,672, adjusted EBITDA of

$4,144,698, and net earnings of $1,969,222.

The key factors affecting the results in the three months ended March 31, 2012 are:

• Trading activity - The Company experienced strong participant share trading activity and corresponding transaction based revenue in

the three months ended March 31, 2012. This contributed to an increase in revenue of 17% when compared to the fourth quarter of

2011. Participant share trading activity in the first quarter of 2012 did not reach the exceptionally high level experienced in the first quarter

of 2011. As a result, revenue displayed a decrease of 3% when compared to the first quarter of 2011.

• SRED ITC’s - In the first quarter of 2012, the Company applied for investment tax credits under the Canadian government’s scientific and

experimental development (“SRED”) program. The application represented a claim for 2010 SRED expenditures. Based on the history of

successful SRED claims made in previous years, the Company accrued $625,000 as a reduction to operating expenses in the first quarter

of 2012 relating to this claim.

• Decreased expenses in the U.S. – Certain costs incurred in the first quarter of 2011 associated with the transition of the

Computershare business, which was acquired in 2010, did not re-occur in the three months ended March 31, 2012 as a result of the

successful integration of the Computershare business during 2011.

• UK expenditures - The Company incurred expenditures during the first quarter of 2012 in establishing its new operations in the UK.

• Hedge accounting - On January 1, 2012, the Company designated the U.S. denominated Due to Computershare as a hedge against

the Company’s net investment in its U.S. operations. This designation has the effect of mitigating volatility on net earnings by offsetting

foreign exchange gains and losses on the liability with foreign exchange gains and losses on its net investment in U.S. operations that

are presented in other comprehensive income. As a result of the hedge accounting, a foreign exchange gain of $374,085 which was

reported in net earnings in the first quarter of 2011 was not applicable in the first quarter of 2012. An unrealized foreign exchange gain of

$329,025 relating to the Due to Computershare balance that would previously have been reflected in net earnings has been reflected in

other comprehensive income in the first quarter of 2012.

4 Solium Capital 2012 First Quarter Report


Results during the quarter ended March 31, 2012 compared to the results from the quarter ended March 31, 2011 were as follows:

• Revenue decreased by 3% to $12,652,672 in the first quarter of 2012 (2011: $13,056,879).

• Operating expenses decreased by 4% to $9,718,252 in the first quarter of 2012 (2011: $10,155,741).

• Adjusted EBITDA increased by 5% to $4,144,698 in the first quarter of 2012 (2011: $3,962,176).

• Net earnings decreased by 13% to $1,969,222 in the first quarter of 2012 (2011: $2,259,424).

• Earnings per share decreased by 13% to $0.047 in the first quarter of 2012 (2011: $0.054)..

Results by geographic segment during the first quarter of 2012 were as follows:

• Canadian revenue grew by 1% to $6,688,870 in first quarter of 2012 (2011: $6,590,798).

• U.S. revenue decreased by 8% to $5,963,802 in the first quarter of 2012 (2011: $6,466,081).

• Adjusted EBITDA from Canadian operations decreased by 0.8% to $2,466,883 in the first quarter of 2012 (2011: $2,487,100). Canadian

operations include the expenditures relating to the establishment of operations in the U.K.

• Adjusted EBITDA from U.S. operations increased by 14% to $1,677,815 in the first quarter of 2012 (2011: $1,475,076).

• Net earnings from Canadian operations decreased by 20% to $1,642,421 in 2012 (2011: $2,042,889).

• Net earnings from U.S. operations increased by 51% to $326,801 in the first quarter of 2012 (2011: $216,535).

Results from operations

Revenue

Revenue was $12,652,672 in the first quarter of 2012 (2011: $13,056,879). This represents a decrease of $404,207 over the results from the

first quarter of 2011.

Revenue from Canadian operations was $6,688,870 in the first quarter of 2012 (2011: $6,590,798), while revenue from US operations was

$5,963,802 in the first quarter of 2012 (2011: $6,466,081).

Revenue in the first quarter of 2012 decreased over the first quarter of 2011 due in part to a decrease in participant share trading and related

transactions activity. The trading activity in the first quarter of 2011 was exceptionally strong.

Expenses

Total expenses, including income tax expense, in the first quarter of 2012 were $10,683,450 (2011: $10,797,455). Operating expenses were

$9,718,252 in the first quarter of 2012 (2011: $10,155,741).

The Company applied for investment tax credits under the Canadian government’s scientific and experimental development (“SRED”) program.

During the first quarter of 2012, the claim for 2010 SRED expenditures was made. Based on the history of successful SRED claims made in

previous years, the Company has accrued $625,000 as a reduction to operating expenses in the first quarter of 2012 relating to this claim.

Staff and infrastructure costs associated with the transition of the Computershare business in the U.S. during the first quarter of 2011 did not

re-occur in the first quarter of 2012 as a result of the successful integration of the Computershare business during 2011.

The Company incurred expenditures during the first quarter of 2012 in establishing its new operations in the UK.

Foreign exchange gain or loss

A foreign exchange loss of $13,820 was recorded during the first quarter of 2012 (2011: gain $374,085). The foreign exchange loss during the

first quarter of 2012 reflects the weakening of the Canadian dollar against the U.S. dollar during the period.


On January 1, 2012, the Company designated the U.S. denominated Due to Computershare as a hedge against the Company’s net investment

in its U.S. operations. This designation has the effect of mitigating volatility on net earnings by offsetting foreign exchange gains and losses on

the liability with foreign exchange gains and losses on its net investment in U.S. operations that are presented in other comprehensive income.

As a result of the hedge accounting, an unrealized foreign exchange gain of $329,025 relating to the Due to Computershare balance that would

previously have been reflected in net earnings has been reflected in other comprehensive income in the first quarter of 2012.

Income Taxes

$631,855 of income tax expense was recorded in the first quarter of 2012 (2011: $656,015).

Other Comprehensive Income

A foreign currency translation loss of $392,077 resulting from the translation of the Due to Computershare liability and the Company’s

assets and liabilities in its U.S. subsidiaries was included in other comprehensive income for the three months ended March 31, 2012 (2011:

$941,181).

Financial condition, liquidity and capital resources

Cash and working capital

Cash on hand as at March 31, 2012 was $16,557,786 (December 31, 2011: $16,934,218). Working capital as at March 31, 2012 was

$11,913,616 (December 31, 2011: $9,645,362).

Cash flows

During the three months ended March 31, 2012, the Company had a net cash outflow of $376,432 (2011: outflow $960,764). Cash inflow

from operations and working capital changes was $998,671 during the first quarter of 2012 (2011: $1,485,409).

Cash outflow from financing activities was $1,151,789 in the first quarter of 2012 (2011: outflow $1,036,244) as a result of the payment totaling

$1,251,519 (2011: $1,059,947) to Computershare. The payments to Computershare have been refunded to Solium in April 2012 as a result of

the extinguishment of the liability for Processing Fees. See Contractual Obligations below for further information about the extinguishment.

Cash outflow from investing activities was $96,505 in the first quarter of 2012 (2011: outflow $786,650) as a result of purchases of capital

assets, net of non-cash working capital changes.

Liquidity

The Company believes it will generate enough cash and working capital from operations to fund ongoing operations and growth strategies.

Contractual obligations

Total 2012 2013 2014 2015 2016

Operating leases 3,486,584 575,543 728,226 731,457 696,247 755,111

Due to Computershare –

Processing Fees (USD) (a)16,033,334 3,750,000 4,941,667 4,225,000 3,116,667 -

Due to Computershare –

Contingency

Payments(USD)(b)

3,000,000 - 1,000,000 1,000,000 1,000,000 -



(a) On April 3, 2012, the Company received notice from Computershare of its decision to retain the stock options and restricted

stock administration business that it acquired on December 31, 2011 from a third party. The Asset Purchase Agreement dated

November 7, 2010 between Solium and Computershare in which Solium acquired the assets that Computershare then held

relating to the Employee Equity Options Administration business in North America (the “Business”) provides that Computershare

must not re-enter the Business, or alternatively if Computershare does so, certain payment obligations owed by Solium to

Computershare under the Transition Services Agreement would no longer be owing and cease to be a liability of Solium. Under

the Transition Services Agreement, Solium was required to pay Computershare U.S. $22 million over a five year period from the

acquisition date. As a result of Computershare electing to re-enter the Business on a direct basis, the outstanding obligation has

been extinguished and Solium no longer owes to Computershare the $16,033,334 outstanding on March 31, 2012, and the U.S.

$1,250,000 of Processing Fees paid to Computershare in the first quarter of 2012 was refunded in April 2012. (See Subsequent

Event discussed on page 11).

(b) $1,000,000 each in 2013, 2014 and 2015 relates to contingency payments based on revenue generated by Solium from the

clients acquired from Computershare during the 12 most recently completed calendar months preceding the third anniversary of

the closing of the Acquisition is greater than or equal to U.S. $17,116,055.

Capital expenditures

Capital expenditures of $98,916 in 2012 (2011: $751,547) were comprised of computer hardware, computer software, office furniture, and

leasehold improvements. The Company made leasehold improvements on office space in Calgary, Alberta.

It is expected that ongoing capital expenditures will be financed from funds generated by operating activities.

Capital resources

The Company has a demand operating credit facility of $1,600,000 available through a Canadian bank. To date, no amounts have been drawn

on this credit facility. Current economic conditions have not caused a change in the company’s objectives, policies or procedures for

managing capital.

Cash available from operations has been greatly enhanced by the extinguishment of the Processing Fees due to Computershare discussed in

the Contractual Obligations section of this MD&A. (See Subsequent Event discussed on page 11).

Share Capital

From November 28, 2011, the Company began to repurchase its shares in the open market under a Normal Course Issuer Bid (“NCIB”)

program. Approval was received from the Toronto Stock Exchange to purchase, for cancellation, up to 400,000 common shares, representing

0.96% of the issued and outstanding common shares at the time of the approval. The Company purchased for cancellation 16,524 common

shares for total cash consideration of $23,044 (average cost of $1.42 per share) including brokerage fees. Up to March 31, 2012, the

Company had purchased, in aggregate, a total of 68,472 common shares under the NCIB program.


Summary of quarterly results

The following table summarizes the quarterly results for the eight most recently completed quarters.

2012 2011 2010

Q1 Q4 Q3 Q2 Q1 Q4 Q3 Q2

Revenues 12,652,672 10,820,707) 10,726,136) 11,400,255 13,056,879 9,663,590 5,785,541 5,589,877

Expenses before

taxes2

10,051,595 9,387,011) 11,317,445) 10,528,46510,141,440 8,931,453 4,986,297 4,859,956

Adjusted EBITDA1, 2 4,144,698 2,569,057) 2,146,281) 2,214,296 3,962,176 1,614,844 1,000,511 841,000

Earnings from

operations 22,934,420 1,342,086) 1,015,586) 1,132,331 2,901,138 907,215 835,280 700,300

Earnings (loss)

before taxes 22,601,077 1,433,696 (591,309) 871,790 2,915,439 732,137 799,244 729,921

Net earnings (loss) 2

Per share

– basic2

– diluted2

1,969,222

$0.047

$0.047

856,909)

$0.021)

$0.020)

(962,334)

($0.023)

($0.023)

546,688

$0.013

$0.013

2,259,424

$0.054

$0.054

184,306

$0.003

$0.004

457,000

$0.015

$0.014

332,459

$0.011

$0.011

2012 2011 2010

Q1 Q4 Q3 Q2 Q1 Q4 Q3 Q2

Adjusted EBITDA 4,144,698) 2,569,057) 2,146,281) 2,214,296) 3,962,176) 1,614,844) 1,000,511) 841,000)

Foreign exchange gain (loss) (13,820) 431,669) (1,270,507) 82,415) 374,085) 58,220) (35,817) 31,119)

Finance costs (319,523) (340,059) (336,388) (342,956) (359,784) (233,738) (219) (1,498)

Amortization (1,210,278) (1,226,971) (1,130,695) (1,081,965) (1,061,038) (707,193) (165,231) (140,700)

Income tax (631,855) (576,787) (371,025) (325,102) (656,015) (547,827) (342,244) (397,462)

Net earnings 1,969,222) 856,909) (962,334) 546,688) 2,259,424) 184,306) 457,000) 332,459)

Notes:

1. Adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”) is a non-IFRS financial measure which does

not have any standardized meaning prescribed by IFRS and is therefore unlikely to be comparable to similar measures presented by other

issuers. Adjusted EBITDA provides useful information to users as it reflects the net earnings prior to the effect of non-operating expenses

such as interest, tax, amortization, and foreign exchange gain or loss. Management uses Adjusted EBITDA in measuring the financial

performance of the Company. Management monitors Adjusted EBITDA against budget and past results on a regular basis. The measure

is a component in determining the annual bonus pool for staff and management.

The following is a reconciliation of Adjusted EBITDA to net earnings:

2. Comparability of quarterly adjusted EBITDA and net earnings is affected by factors such as SRED ITC credits and hedge accounting of

the Due to Computershare liability.



Factors contributing to quarterly results

Participant activity

The transaction administration fees collected from participants are affected by several factors, some of which are seasonal. These factors

include: (i) grant vesting dates; (ii) grant termination dates; (iii) the pattern of the Canadian population of making retirement contributions in the first

quarter of every year; (iv) the stock trading prices for a corporate client relative to an employee participant’s associated option exercise price; and

(v) employee participant perceptions of future stock trading prices. Historically, the first three factors contribute to higher transaction based fees

in the first quarter of a given year. However, the actual magnitude of transaction based fees for a specific quarter or year is difficult to predict,

primarily due to the last two factors.

In the first quarter of 2012, the Company experienced the seasonality effect; however, the level of activity was lower than the first quarter of 2011.

Critical accounting estimates

The preparation of the consolidated financial statements in conformity with IFRS requires management to make estimates and assumptions

that affect the reported amounts of assets, liabilities and contingent liabilities at the date of the consolidated financial statements and reported

amounts of revenues and expenses during the reporting period. Estimates and judgments are continuously evaluated and are based on

management’s experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

Actual outcomes can differ from these estimates.

The key sources of estimation uncertainty that have a significant risk of causing material adjustment to the amounts recognized in the

consolidated financial statements are:

Useful lives of property and equipment

The Company estimates the useful lives of property and equipment based on the period over which the assets are expected to be available

for use. The estimated useful lives of property and equipment are reviewed periodically and are updated if expectations differ from previous

estimates due to physical wear and tear, technical or commercial obsolescence and legal or other limits on the use of the relevant assets. In

addition, the estimation of the useful lives of property and equipment are based on internal technical evaluation and experience with similar

assets. It is possible, however, that future results of operations could be materially affected by changes in the estimates brought about by

changes in factors mentioned above. The amounts and timing of recorded expenses for any period would be affected by changes in these

factors and circumstances. A reduction in the estimated useful lives of the property and equipment would increase the recorded expenses and

decrease the non-current assets.

Fair value of financial instruments

The estimated fair value of financial assets and liabilities, by their very nature, are subject to measurement uncertainty.

Impairment of non-financial assets

Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair

value less costs to sell and its value in use. The fair value less costs to sell calculation is based on available data from binding sales transactions

in an arm’s length transaction of similar assets or observable market prices less incremental costs for disposing of the asset. The value in use

calculation is based on a discounted cash flow model. The cash flows are derived from financial forecasts and do not include restructuring

activities that the Company is not yet committed to or significant future investments that will enhance the asset’s performance of the cash

generating unit being tested. The recoverable amount is most sensitive to the discount rate used for the discounted cash flow model as well as

the expected future cash inflows and the growth rate used for extrapolation purposes.


Taxes

Provisions for taxes are made using the best estimate of the amount expected to be paid based on a qualitative assessment of all relevant

factors. The Company reviews the adequacy of these provisions at the end of the reporting period. However, it is possible that at some future

date an additional liability could result from audits by taxing authorities. Where the final outcome of these tax-related matters is different from

the amounts that were initially recorded, such differences will affect the tax provisions in the period in which such determination is made.

Share-based payment transaction

The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the

date at which they are granted. Estimating fair value for share-based payment transactions requires determining the most appropriate valuation

model, which is dependent on the terms and conditions of the grant. This estimate also requires determining and making assumptions about

the most appropriate inputs to the valuation model including the expected life, volatility and dividend yield of the share option.

Future adoption of recently issued accounting pronouncements

On December 16, 2011 the International Accounting Standards Board (“IASB”) and Financial Accounting Standards Board (“FASB”) issued

common disclosure requirements that are intended to help investors and other users to better assess the effect or potential effect of offsetting

arrangements on a company’s financial position. The new requirements are set out in ‘Disclosures-Offsetting Financial Assets and Financial

Liabilities (Amendments to IFRS 7)’. The IFRS 7 amendments are effective for annual reporting periods beginning on or after January 1, 2013.

The Company is currently evaluating the impact of this standard on its consolidated financial statements.

IFRS 9, ‘Financial Instruments’ was issued in November 2009 as the first step in a project to replace IAS 39 ‘Financial Instruments: Recognition

and Measurement’. IFRS 9 requires all recognized financial assets that are within the scope of IAS 39 ‘Financial Instruments: Recognition and

Measurement’ to be subsequently measured at amortized cost or fair value. The most significant effect of IFRS 9 regarding the classification

and measurement of financial liabilities relates to the accounting for changes in the fair value of a financial liability (designated as at fair value

through profit or loss) attributable to changes in the credit risk of that liability and the elimination of the cost exemption for derivative liabilities to

be settled by delivery of unquoted equity instruments. IFRS 9 is applied prospectively with transitional arrangements depending on the date of

application. The Standard is not applicable until annual periods beginning on or after January 1, 2015, but is available for early adoption. The

Company is currently evaluating the impact of this standard on its consolidated financial statements.

In June 2011, the IASB issued an amendment to IAS 1 that changes the presentation of items in the consolidated statement of comprehensive

income. This amendment requires the components of other comprehensive income (“OCI”) to be presented in two separate groups, based

on whether or not the components may be recycled to the consolidated statement of earnings in the future. Companies will continue to have

a choice of whether to present components of OCI before or after tax. Those that present components of OCI before tax will be required to

disclose the amount of tax related to the two groups separately. This amendment is effective for annual periods beginning on or after July 1,

2012, is applied retrospectively, with early adoption permitted. The Company is currently evaluating the impact of this amendment to IAS 1 on

its consolidated financial statements.

In May 2011, the IASB published IFRS 10, which replaces IAS 27, ‘Consolidated and Separate Financial Statements’ and SIC-12

‘Consolidation – Special Purpose Entities’. This standard introduces a single consolidation model for all entities based on control, which

is defined as whether an investor has (1) power over the investee, (2) exposure, or rights, to variable returns from its involvement with the

investee, and (3) the ability to use its power over the investee to affect the amount of returns. The Company is currently evaluating the impact

of this standard on its consolidated financial statements.

In May 2011, the IASB published IFRS 13, a comprehensive standard on how to measure and disclose fair values. IFRS 13 applies to IFRSs

that require or permit fair value measurement, but does not address when to measure fair value or require additional use of fair value. The new

standard requires disclosures similar to those in IFRS 7 ‘Financial Instruments: Disclosures’, but applies to all assets and liabilities measured at



fair value, whereas IFRS 7 applied only to financial assets and liabilities measured at fair value. IFRS 13 is effective for annual periods beginning

on or after January 1, 2013, is applied prospectively as of the beginning of the annual period in which it is adopted, with early adoption permitted.

The Company is currently evaluating the impact of this standard on its consolidated financial statements.

Financial instruments

Exposure to counterparty credit risk, interest rate risk and foreign currency risk arises in the normal course of the Company’s business. The

Company currently does not enter into derivative financial instruments to reduce exposure to fluctuations in any of the risks impacting the

Company’s operations.

The Company has credit risk as a result of its trade accounts receivable. The Company mitigates this risk by dealing with financially sound

companies and, accordingly, does not anticipate any significant credit losses.

The Company has foreign exchange risk because it is exposed to foreign currency fluctuations due to its operations in the United States.

The Company currently has no interest rate risk as the Company has no long-term debt outstanding.

Disclosure controls

The Company has a Corporate Disclosure Policy in place to ensure that communications with the public about the Company are timely, factual

and accurate; disseminated in accordance with all applicable legal and regulatory requirements; and that all material information in respect of the

Company is communicated to the Chief Executive Officer and the Executive Vice President (EVP), Finance, and where appropriate, the Board of

Directors and/or committees thereof. The Company’s Chief Executive Officer and EVP, Finance have concluded that the Company’s disclosure

controls and procedures are effective to provide reasonable assurance that information required to be disclosed by the Company in its annual

filings, interim filings or other reports or submitted under securities legislation is recorded, processed, summarized and reported within the time

periods specified in the securities legislation and include controls and procedures designed to ensure that information required to be disclosed

in the annual filings, interim filings or other reports filed or submitted under securities legislation is accumulated and communicated to the

Company’s management, including its certifying officers, as appropriate to allow timely decisions regarding required disclosure.

It should be noted that while the Chief Executive Officer and EVP, Finance believe that the disclosure controls and procedures will provide a

reasonable level of assurance and that they are effective, they do not expect that the disclosure controls and procedures will prevent all errors

and fraud. A control system, no matter how well conceived or operated, can provide only reasonable, not absolute assurance that the objectives

of the control system are met.

Internal control over financial reporting

The Chief Executive Officer and EVP, Finance of Solium are responsible for designing internal controls over financial reporting or causing them to

be designed under their supervision in order to provide reasonable assurance regarding the reliability of financial reporting and the preparation of

financial statements for external purposes in accordance with IFRS.

Due to its inherent limitations, internal control over financial reporting may not prevent or detect misstatements on a timely basis. Also,

projections of any evaluation of the effectiveness of internal control over financial reporting to future periods are subject to the risk that the

controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures

may deteriorate.

Management assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2011, based on the

criteria set forth in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on that assessment, management concluded that, as of December 31, 2011, the Company’s internal control over financial reporting was

effective based on the criteria established in the Internal Control – Integrated Framework. Also, management determined that there were no

material weaknesses in Solium’s internal control over financial reporting as of December 31, 2011.


No changes were made in the Company’s internal control over financial reporting during the three months ended March 31, 2012, that have

materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Subsequent event

On April 3, 2012, the Company received notice from Computershare of its decision to retain the stock options and restricted stock

administration business that it acquired on December 31, 2011 from a third party. The Asset Purchase Agreement dated November 7, 2010

between Solium and Computershare in which Solium acquired the assets that Computershare then held relating to the Employee Equity

Options Administration business in North America (the “Business”) provides that Computershare must not re-enter the Business, or alternatively

if Computershare does so, certain payment obligations owed by Solium to Computershare under the Transition Services Agreement would no

longer be owing and cease to be a liability of Solium. Under the Transition Services Agreement, Solium was required to pay Computershare

U.S. $22 million over a five year period. As a result of Computershare electing to re-enter the Business on a direct basis, the outstanding

obligation has been extinguished and Solium no longer owes to Computershare approximately U.S. $16.03 million of payments outstanding on

March 31, 2012, and the U.S. $1.25 million of Processing Fees paid to Computershare in the first quarter of 2012 was refunded in April 2012.

The extinguishment of the Processing Fees will result in a gain of approximately U.S. $15.8 million to be recognized in the second quarter of

2012, and U.S. $1.5 million of finance costs that would have been recorded through November 2015 will no longer be applicable.

Had the extinguishment of the obligation occurred as at January 1, 2012, $231,934 of finance costs would not have been applicable for the

three months ended March 31, 2012.

Outstanding share data

The Company is authorized to issue an unlimited number of common shares and an unlimited number of preferred shares. As at the date of

this MD&A, there were 41,829,322 common shares outstanding.

Employees, directors, officers and consultants have been granted options to purchase common shares under a stock option plan. As at the

date of this MD&A, there were options outstanding to purchase 3,392,119 common shares.

Employees have been granted rights to receive common shares under a share award incentive plan. As at the date of this MD&A, there were

329,744 restricted share units outstanding.

Risk assessment

Management defines risk as the evaluation of probability that an event might happen in the future that could negatively affect the financial

condition and/or results of operations of the Company. The risks that could affect the Company have been described in the MD&A of the

Company’s Annual Report for the year ended December 31, 2011. The risks identified therein do not constitute an exhaustive list of all

possible risks as there may be additional risks of which management is currently unaware of. As it is difficult to predict whether any risk will

happen or its related consequences, the actual effect of any risk on the business could be materially different from anticipated.



Condensed consolidated interim financial statementsConsolidated statement of financial position

As at

(Expressed in Canadian dollars)

Notes

March 31, 2012

$(Unaudited)

December 31, 2011

$(Audited)

Assets Current assets

Cash 16,557,786 16,934,218

Trade and other receivable 7,736,200 7,453,143

Prepaid expenses 936,439 821,412

Current portion of deferred charges 11,917 25,539

25,242,342 25,234,312

Non-current assets

Note receivable - 117,645

Property and equipment 2,468,104 2,615,741

Intangible assets 23,169,014 24,599,346

Goodwill 9,923,262 10,112,382

Deferred tax asset 45,679 31,066

35,606,059 37,476,180

Total assets 60,848,401 62,710,492

Liabilities Current liabilities

Trade payables and other accruals 2,789,907 4,753,837

Current portion of due to Computershare 3 4,852,173 4,947,027

Current portion of deferred revenue 5,634,830 5,823,806

Current portion of deferred tenant inducement 51,816 64,280

13,328,726 15,588,950

Non-current liabilities

Due to Computershare 3 11,813,242 12,993,378

Deferred revenue 686,815 940,802

Deferred tenant inducements 560,732 516,039

13,060,789 14,450,219

Shareholders’ equityShare capital 28,067,550 28,034,844

Contributed surplus 2,553,120 2,363,435

Retained earnings 3,813,921 1,856,672

Accumulated other comprehensive income 24,295 416,372

34,458,886 32,671,323

Total Liabilities and Shareholders’ Equity 60,848,401 62,710,492

13Condensed consolidated interim financial statements

Consolidated statement of comprehensive income

For the three months ended March 31,

(Unaudited, expressed in Canadian dollars)

The accompanying notes are an integral part of these condensed consolidated interim financial statements.

Notes2012

$2011

$

Operations

Revenue 12,652,672) 13,056,879)

Operating expenses 9,718,252) 10,155,741)

Earnings from operations 2,934,420) 2,901,138)

Finance costs 319,523) 359,784)

Foreign exchange loss (gain) 13,820) (374,085)

Earnings before income taxes 2,601,077) 2,915,439)

Current income taxes 646,468) 661,802)

Deferred taxes (14,613) (5,787)

631,855) 656,015)

Net earnings 1,969,222) 2,259,424)

Other comprehensive income

Foreign currency translation losses for foreign operations (392,077) (941,181)

Total comprehensive income for the period 1,577,145) 1,318,243)

Earnings per share

Basic 5 $0.047) $0.054)

Diluted 5 $0.047) $0.054)



Consolidated Statement of Changes in Equity

For the three months ended March 31, 2012


Share Capital$

Contributed surplus

$

(Deficit)Retained Earnings

$

Accumulated other

comprehensive income (loss)

$

TotalEquity

$

As at January 1, 2012 28,034,844) 2,363,435) 1,856,672) 416,372) 32,671,323)

Net earnings - - 1,969,222) - 1,969,222)

Foreign currency translation differences for foreign

operations net of tax - - - (392,077) (392,077)

Stock-based compensation expense - 257,057) - - 257,057)

Share unit releases 35,337) (64,061) - - (28,724)

Stock options exercised 9,130) (3,311) - - 5,819)

Cancellation of shares purchased in issuer bid (11,071) - (11,973) - (23,044)

Transaction costs (690) - - - (690)

As at March 31, 2012 28,067,550) 2,553,120) 3,813,921) 24,295) 34,458,886)

As at January 1, 2011 27,466,406) 2,044,155) (809,326) (495,147) 28,206,088)

Net earnings - - 2,259,424) - 2,259,424)


operations net of tax - - - (941,181) (941,181)

Stock-based compensation - 171,198) - - 171,198)



Transaction costs (7,547) - - - (7,547)

As at March 31, 2011 27,536,410) 2,122,273) 1,450,098) (1,436,328) 29,672,453)

Net earnings - - 441,263) - 441,263)


operations net of tax - - - 1,852,700) 1,852,700)

Stock-based compensation - 612,033) - - 612,033)



Cancellation of shares purchased in issuer bid (34,805) - (34,689) - (69,494)

Transactions costs (1,289) - - - (1,289)

As at December 31, 2011 (audited) 28,034,844) 2,363,435) 1,856,672) 416,372) 32,671,323)


15Condensed consolidated interim financial statements

Consolidated Statement of Cash Flows

For the three months ended March 31,



Notes2012

$2011

$

Cash flows related to the following activities:

Operating activities

Net earnings 1,969,222) 2,259,424)

Adjustments for items not involving cash:

Finance costs 319,523) 359,784)

Deferred taxes (14,613) (5,787)

Depreciation of property and equipment 235,152) 164,622)

Amortization of intangible assets 975,126) 896,416)

Share-based compensation expense 257,057) 171,198)

Amortization of tenant inducement (16,806) (11,947)

3,724,661) 3,833,710)

Changes in non-cash working capital (2,287,681) (1,804,547)

Tenant inducement received 52,558) 121,836)

Cash taxes paid (490,867) (665,590)

Cash flow from operations 998,671) 1,485,409)

Financing activities

Repayments of note receivable 117,645) 12,500)

Payment to Computershare 3 (1,251,519) (1,059,947)

Issuance of common shares, net of issue costs 5,129) 11,203)

Purchase of common shares in issuer bid (23,044) -

Cash used in financing activities (1,151,789) (1,036,244)

Investing activities

Purchases of capital assets, net of changes in non-cash working capital (96,505) (786,650)

Cash flow (used in) investing activities (96,505) (786,650)

Effect of foreign exchange on cash held in foreign currency (126,809) (623,279)

Decrease in cash (376,432) (960,764)

Cash, beginning of period 16,934,218 12,463,890

Cash, end of period 16,557,786 11,503,126



Notes to Condensed consolidated interim financial statementsAs at March 31, 2012 and for the three months ended March 31, 2012 and 2011


1. General information Solium Capital Inc. was incorporated in October of 1999 under the laws of the Province of Alberta. Solium Capital Inc. and its

subsidiaries (together the “Company” or “Solium”) are Software as-a-Service (SaaS) companies specializing in technology and services

for the administration and execution of equity-based incentive and savings programs for corporations and their employees. Solium’s

technology platforms, Shareworks, StockVantage and Transcentive, are leading online solutions that integrate the management of

multiple equity plan types including stock options, share units, share appreciation rights, restricted stock awards, and employee share

purchase plans on one comprehensive platform for a client. The address of the registered office is 1500, 800 – 6th Avenue SW,

Calgary, Alberta, T2P 3G3.

2. Basis of preparation Statement of compliance These condensed consolidated interim financial statements present Solium’s financial results of operations and financial position

using accounting policies under International Financial Reporting Standards (“IFRS”) as at and for the three months ended March 31,

2012, including 2011 comparative periods. The condensed consolidated interim financial statements are on a basis consistent with

the Company’s annual audited consolidated financial statements issued under IFRS for the year ended December 31, 2011. These

condensed consolidated interim financial statements are prepared in accordance with IAS 34, ‘Interim Financial Reporting’. The

condensed consolidated interim financial statements do not include all information required for full annual financial statements and

should be read in conjunction with the consolidated financial statements of the Company as at and for the year ended December 31,

2011 and period ended March 31, 2011. Significant accounting policies These condensed consolidated interim financial statements have been prepared on a basis consistent with the accounting policies

disclosed in Note 3 of the Company’s annual audited consolidated financial statements for the year ended December 31, 2011 except

as follows:

i. Net investment hedge

The foreign currency gains and losses on the U.S. denominated Due to Computershare liability are mainly unrealized and are

only realized when the Due to Computershare liability matures or is settled. The Company also has long-term foreign currency

exposure on its investment in U.S. affiliates.

On January 1, 2012, the Company designated the U.S. dollar denominated Due to Computershare liability as a hedge against

the Company’s net investment in its U.S. operations. This designation has the effect of mitigating volatility on net earnings by

offsetting foreign exchange gains and losses on the liability with foreign exchange gains and losses on its net investment in

U.S. operations that are presented in other comprehensive income. The effective portion of the hedge recognized in “Other

comprehensive income” for the three months ended March 31, 2012 was $329,025 (2011: nil).

17Notes to Condensed consolidated interim financial statements

In Canadian dollars

March 31,2012

$

December 31, 2011

$

Fair value of obligation, end of period 16,665,415) 17,940,405)

Less: current portion of obligation 4,852,173) 4,947,027)

Long-term portion of obligation 11,813,242) 12,993,378)

In U.S. dollars

March 31,2012

$

December 31, 2011

$

Fair value of obligation, beginning of period 17,638,081) 20,601,450)

Less: payments(a) (1,250,000) (4,358,333)

Add: accretion 319,102) 1,394,964)

Fair value of obligation, end of year 16,707,183) 17,638,081)

3. Due to Computershare

(a) Payments made to Computershare in Canadian dollars were $1,251,519 (2011: $4,311,517).

In connection with the acquisition of the business that closed on November 7, 2010, the Company had an obligation to pay

Computershare an aggregate of U.S. $22 million over five years for Processing Fees pursuant to the Transition Services Agreement.

See Note 8 - Subsequent event for further information.

Also in connection with the acquisition of the business, the Company has an obligation to pay additional cash consideration of up

to U.S. $3 million if the revenue generated by Solium from the clients acquired from Computershare during the 12 most recently

completed calendar months preceding the third anniversary of the closing of the acquisition is greater than or equal to U.S.

$17,116,055. If the consideration is payable, three contingent cash payments will be paid to Computershare in the amount of U.S. $1

million each (the “Contingent Payments”), on January 21, 2014, and at or prior to each of November 7, 2014 and November 7, 2015.

The fair value of the Processing Fees and Contingent Payments was calculated using a discounted cash flow model using a discount

factor of 6.5%. The difference between the face value of the Processing Fees and Contingent Payments and the fair value (the

accretion amount) is recognized as finance costs over the term which payments are due. As at March 31, 2012, the accretion on the

outstanding obligation resulted in $319,523 (U.S. $319,102) of finance costs (2011: $359,784 or U.S. $364,635).

4. Stock-based payments Stock option activity with respect to the Company’s stock option plan for the three months ended March 31, 2012 is shown below:

Number of shares

Weighted average

exercise price$

Outstanding, January 1, 2011 2,738,653) 1.87

Granted 1,176,966) 1.73

Exercised (205,000) 1.25

Forfeited (240,400) 1.64

Outstanding, December 31, 2011 3,470,219) 1.88

Granted 119,000) 1.55

Exercised (5,000) 1.16

Forfeited (40,000) 1.62

Expired (155,000) 2.07

Outstanding, March 31, 2012 3,389,219) 1.86



As at March 31, 2012, 43,750 stock options were vested at a weighted average exercise price of $2.25.

As at March 31, 2012, 332,511 restricted share unit awards (“RSUs”) were outstanding. During the three months ended March 31,

2012, 48,939 RSUs vested. 28,797 common shares were issued in connection with this vesting, and 20,142 common shares were

cancelled in lieu of the income tax withholdings remitted in cash by the Company to tax authorities on behalf of the employees.

5. Earnings per share Basic and diluted earnings per share The calculation of basic earnings per share for the three months ended March 31, 2012 was based on net earnings of $1,969,222

(2011: $2,259,424), and a weighted average number of common shares outstanding of 41,812,325 (2011: 41,493,849).

In the three months ended March 31, 2012, there were 2,141,031 (2011: 490,646) stock options excluded from the diluted weighted

average shares outstanding calculation due to an anti-dilutive effect as a result of the exercise right being higher than the market price

of the stock in the period.

6. Financial instruments and risk management Fair value of financial instruments Cash is classified as held-for-trading. Its fair value is equal to its carrying value and is classified as a Level 1 valuation.

The three levels of the fair value hierarchy are described as follows:

• Level 1 fair value measurements are those derived from quoted prices (unadjusted) in the active market for identical assets

or liabilities.

• Level 2 fair value measurements are those derived from inputs other than quoted prices that are observable for the asset or

liability, either directly (i.e. as prices) or indirectly (derived from prices)

• Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are

not based on observable market data (unobservable inputs).

March 31,2012

March 31, 2011

Weighted average shares outstanding – basic 41,812,325 41,493,849

Effect of dilutive stock options and share units 105,469 302,659

Weighted average shares outstanding – diluted 41,917,794 41,796,508

Risk management The Company’s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risk (currency fluctuations, interest rates and commodity prices). The Company’s overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the Company’s financial performance.

Credit risk Credit risk refers to the risk that a counter party will default on its contractual obligations resulting in financial loss to the Company. The Company has credit risk as a result of its accounts receivable. The Company mitigates this risk by dealing with financially sound

companies and, accordingly, does not anticipate any significant credit losses.

Total trade receivable (net of allowances) held by the Company at March 31, 2012 amounted to $5,989,080. Allowances are provided against trade receivable based on estimated unrecoverable amounts. In determining the recoverability of a trade receivable, the Company considers the client’s financial position, service history and payment history.


Trade receivable consists of a large number of customers, spread across diverse industries. The Company does not have significant credit risk exposure to any single counterparty. Of the trade receivable balance at March 31, 2012, no customer represented greater than 5% of the balance.

Foreign Currency risk The Company operates in Canada and the United States. The Company’s functional currency is Canadian dollars (CAD) and the reporting currency is CAD. Foreign exchange risk arises because the amount receivable on revenue or payable on expenditures that are denominated in U.S. dollars (USD) may vary when converted to Canadian dollars (CAD) due to changes in exchange rates arising from timing differences between when the revenue or expense occurs and when actual payment is received or made (“transaction exposures”) and because the USD denominated monetary net assets of the Company’s U.S. subsidiaries may vary on consolidation and revaluation into CAD (“translation exposure”).

Based on the balance of net monetary assets carried in the statement of financial position of the Canadian operations as at March 31, 2012, an increase of 1% in the exchange rate of USD to CAD would, everything else being equal, have had a positive effect on earnings before taxes for the three months ended and retained earnings as at March 31, 2012 of approximately $43,000 (December 31, 2011: negative effect of $130,000).

On January 1, 2012, the Company designated the U.S. dollar denominated Due to Computershare as a hedge against the Company’s net investment in its U.S. operations. This designation has the effect of mitigating volatility on net earnings by offsetting foreign exchange gains and losses on the liability with foreign exchange gains and losses on its net investment in U.S. operations that are presented in other comprehensive income. Based on the balance of net assets of the U.S. operations and the balance of Due to Computershare carried in the statement of financial position as at March 31, 2012, an increase of 1% in the exchange rate of USD to CAD would, everything else being equal, have had a positive effect on other comprehensive income for the three months ended and accumulated other comprehensive income as at March 31, 2012 of approximately $215,000 (December 31, 2011: positive effect of $377,000).

Liquidity risk Liquidity risk is the risk that the Company will not have sufficient funds to meet its obligations as they come due. The Company’s objective in managing liquidity risk is to maintain sufficient readily available reserves in order to meet its liquidity requirements at any point in time. The Company achieves this by maintaining sufficient cash and cash equivalents balances and through the availability of funding from committed credit facilities. As at March 31, 2012, the Company had cash of $16,557,786 on hand and a $1,600,000 credit facility available to be drawn against.

The table below summarizes the maturity profile of the Company’s financial liabilities at March 31, 2012 based on contractual undiscounted payments.

Carrying amount

Contractual undiscounted

payments0 to 6

months6 to 12

monthsAfter 12 months

As at March 31, 2012

Trade payables and other accruals 2,789,907 2,789,907 2,789,907 - -

Due to Computershare (a) (b) 16,665,415 18,983,846 2,493,500 2,493,500 13,996,846

19,455,322 21,773,753 5,283,407 2,493,500 13,996,846

(a) Contractual undiscounted payments due to Computershare of U.S. $19,031,425 and the carrying amount of U.S. $16,707,183

have been converted to Canadian dollars in the above table at a rate of 1 U.S. dollar equal to 0.9975 Canadian dollars as at

March 31, 2012.

(b) The contractual undiscounted payments due to Computershare include U.S. $3,000,000 in contingency payments payable if

revenue generated by Solium from the clients acquired from Computershare during the 12 calendar months preceding the third

anniversary of the closing of the acquisition is greater than or equal to U.S. $17,116,055.

Management believes that future cash flows from operations and availability under existing banking arrangements will be adequate to support

these financial liabilities.



7. Segmented information The Company’s operations fall into one dominant industry segment, the administration of equity-based incentive and savings programs

for public corporations and their employees. Operations are located in Canada and the United States.

Where applicable, inter-segment transactions are reflected at the exchange value, which is the amount agreed to by the parties.

The following is a breakdown of financial information by geographic segment:

Three months ended

March 31, 2012

$

March 31,2011

$

Revenue

Canada 6,688,870 6,590,798United States 5,963,802 6,466,081

12,652,672 13,056,879

Earnings from operations

Canadaa 2,266,750 2,334,582United States 667,670 566,556

2,934,420 2,901,138

Net earnings

Canadaa 1,642,421 2,042,889United States 326,801 216,535

1,969,222 2,259,424

Depreciation of property & equipment and amortization of intangible assets

Canada 200,133 152,518United States 1,010,145 908,520

1,210,278 1,061,038

Finance costs

Canada 14,698 16,550United States 304,825 343,234

319,523 359,784

Income tax expense


631,855 656,015

Capital expenditures


98,916 751,547

(a) Currently included in the Canadian reportable segment for the three months ended March 31, 2012 are expenditures relating to

the establishment of operations in the UK.


As at

March 31, 2012

$

December 31,2011

$

Total assets


60,848,401 62,710,492

Property & equipment and intangible assets, excluding goodwill


25,637,118 27,215,087

Goodwill

Canada 249,030 249,031United States 9,674,232 9,863,351

9,923,262 10,112,382

8. Subsequent event On April 3, 2012, the Company received notice from Computershare of its decision to retain the stock options and restricted stock

administration business that it acquired on December 31, 2011 from a third party. The Asset Purchase Agreement dated November 7,

2010 between Solium and Computershare in which Solium acquired the assets that Computershare then held relating to the Employee

Equity Options Administration business in North America (the “Business”) provides that Computershare must not re-enter the Business,

or alternatively if Computershare does so, certain payment obligations owed by Solium to Computershare under the Transition Services

Agreement would no longer be owing and cease to be a liability of Solium. Under the Transition Services Agreement, Solium was

required to pay Computershare U.S. $22 million over a five year period (see Note 3). As a result of Computershare electing to re-

enter the Business on a direct basis, the outstanding obligation has been extinguished and Solium no longer owes to Computershare

approximately $16.03 million of payments outstanding on March 31, 2012, and the U.S. $1.25 million of Processing Fees paid to

Computershare in the first quarter of 2012 was refunded in April 2012.

The extinguishment of the Processing Fees will result in a gain of approximately U.S. $15.8 million to be recognized in the second

quarter of 2012, and U.S. $1.5 million of finance costs that would have been recorded through November 2015 will no longer

be applicable.

Had the extinguishment of the obligation occurred as at January 1, 2012, $231,934 of finance costs would not have been applicable

for the three months ended March 31, 2012.



Corporate information

Executive team

Mike Broadfoot / Managing Director, President & CEO

Brian Craig / Managing Director

Jeff English / Managing Director

Marcos Lopez / Managing Director

Rudi Bester / Executive Vice President, Global Sales

June Davenport / Executive Director, Corporate Services

Jeannie Kezama / Executive Vice President, Human Resources

Lynn Leong / Executive Vice President, Finance & Administration

Scott Scobie / Executive Vice President, Service Operations

Board of directors

Mike Broadfoot / Director

Brian Craig / Executive Chairman

Michael Deleray / Director

Jeff English / Director

Marcos Lopez / Director

Margot M. Micallef / Director

Colleen Moorehead / Lead Director

Tom Muir / Director

Investor information

Transfer agent / Computershare Trust Company of Canada

Lead counsel / Norton Rose Canada LLP

Auditor / Deloitte & Touche LLP

Stock listing and symbol / TSX, Symbol: SUM

Investor contact

Lynn Leong / Executive Vice President, Finance & Administration

Phone: 403.515.3910

Fax: 403.515.3933

Email: [email protected]

Headquarters

Calgary, Alberta

1500, 800 6 Avenue SW

Calgary, AB T2P 3G3

Phone: 403.515.3910

Fax: 403.515.3919

Regional offices

Toronto, Ontario

905, 150 Ferrand Drive

Toronto, ON M3C 3E5

Montreal, Quebec

620, 999 de Maisonneuve Boulevard West

Montreal, QC H3A 3L4

Shelton, Connecticut

2 Enterprise Drive

Shelton, CT 06484

Tempe, Arizona

510, 60 East Rio Salado Parkway

Tempe, AZ 85281

London, UK

213, 31 Southampton Row

London, UK WC1B 5HJ

23Corporate information

Contact

Headquarters: 403.515.3910

UK office: + 44 (0) 203 585 1209

[email protected]

solium.com

© Solium Capital 2012. All rights reserved. Solium Capital, Solium Transcentive,

StockVantage, and the Solium logo are trademarks or registered trademarks of

Solium Capital in the U.S. and/or Canada.

Documents

2012 First Quarter Report forward-looking statements or information are based on a number of assumptions which may prove to be incorrect. In addition to other assumptions identified