Bank of America/Merrill Lynchinvestors that enables them to view ICG’s business in a similar manner as ICG's management and provides meaningful ... Automation. CRM . Processes &

© 2014 ICG Group, Inc. All Rights Reserved. /

Bank of America/Merrill Lynch 2014 Small and Mid- Cap Equity ConferenceICG Investor Presentation

March 18, 2014

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Forward-Looking StatementsThe statements contained in this presentation that are not historical facts are forward-looking statements that involve certain risks and uncertainties, including, but not limited to, risks associated with the effect of economic conditions generally, capital spending by our customers, our ability to retain existing customer relationships and secure new ones, our ability to compete successfully against alternative solutions, our ability to timely and effectively respond to technologicaldevelopments, our ability to retain key personnel, our ability to have continued access to capital and to deploy capital effectively and on acceptable terms, our ability to maximize value in connection with divestitures, and other risks and uncertainties detailed in ICG’s filings with the Securities and Exchange Commission. These and other factors may cause actual results to differ materially from those projected.

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Non-GAAP Financial MeasuresNon-GAAP net income (loss) and non-GAAP net income (loss) per diluted share are non-GAAP financial measures and haveno standardized measurement prescribed by GAAP. When referring to non-GAAP financial measures, the term “adjusted” isused interchangeably with the term “non-GAAP” by ICG’s management and the two have identical definitions. Non-GAAP netincome (loss) is GAAP net income (loss) attributable to ICG, including acquired businesses’ deferred revenue and excludingshare-based compensation, amortization of intangibles, impairment-related and other, other (income) loss, net, equity lossand income tax expense (benefit)-deferred amounts and impact of discontinued operations. Non-GAAP net income (loss)per diluted share is non-GAAP net income (loss) divided by (1) GAAP shares, including the any impact of incremental dilutivesecurities (in the case of income) or (2) GAAP shares, excluding any impact of incremental dilutive securities (in the case ofloss). ICG's core consolidated companies are Bolt, GovDelivery and MSDSonline. Please note the following:

- Bolt became a consolidated company on December 27, 2012. ICG has deemed Bolt’s operating results for the finalfour days of 2012 insignificant for consolidation purposes. Therefore, Bolt is included in equity loss for all 2012periods presented, and Bolt’s results are presented in ICG’s consolidated results beginning on January 1, 2013.- MSDSonline's results are not included in ICG's results for periods prior to Q2 2012 as ICG did not acquire anownership stake in MSDSonline until March 30, 2012.- CIML’s (primarily mylist’s) continuing operating results are included in ICG’s consolidated results from July 11, 2012to February 20, 2013 as ICG owned 51.6% and controlled CIML during this period. CIML was an equity methodcompany for periods prior to July 11, 2012 and, accordingly, was included in the equity loss line item. ICG’s ownershipin CIML was diluted as part of the Channel Intelligence sale described below, and CIML became an equity methodcompany on February 20, 2013 for periods going forward.- Channel Intelligence, Investor Force and Procurian were sold in Q1, Q1 and Q4 2013, respectively, and arepresented as discontinued operations under GAAP. Their results are presented within our non-GAAP measures as“Impact from discontinued operations.”

ICG's management believes these non-GAAP financial measures provide useful information to investors and potentialinvestors that enables them to view ICG’s business in a similar manner as ICG's management and provides meaningfulsupplemental information regarding ICG’s operating results as they exclude amounts that ICG excludes as part of itsmonitoring of operating results and assessment of the performance of its business.

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Overview

Bringing the Power of the Cloud to Industry-Specific Vertical Markets

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ICG: The Multi-Vertical Cloud Company

Cloud-smart Vertically Specialized Leadership

A pioneer of cloud computing, we know how to grow platforms

in change-ready markets.

We bring the power of the cloud to industry-specific vertical

markets

We aim to be #1 in the markets we serve and choose to enter

Markets Re-imagined

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Attractive Market Size & Growth Opportunities

• > $ Billion + market, growing >20%

Pursuing markets we can transform

• Highly fragmented, unautomated, slow to innovate


ICG Market Characteristics

Early Cloud Adoption

• Proven customers, yet < 10% total market penetration

Attractive Competitive Dynamics

• Clear competitive moat via big data and network effect

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Recurring Revenue %

Retention Rates %

Y-o-Y Revenue Growth - Organic

Gross Margins

S&M Spend % of Revenue

G&A Spend % of Revenue (Exc SBC)

R&D Spend % of Revenue


Cloud Computing Business Model

* BVP Cloud Computing Index 9/20/13 & CAPIQ Analysis.** Goal is to at least maintain these rates.

CloudICG 2013 ICG 2014 Computing

Actual Goal Index Median *

87% ** N/A.

95% ** N/A

38% 31-35% 27%

70% 70%+ 72%

47% ~50% 43%

42% ~25% N/A

15% ~15% 17%

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8© 2014 ICG Group, Inc. All Rights Reserved. /

Go-To-Market Expansion

B2B Demand Generation

MarketingAutomation

CRM

Processes& Best

Practices

Sales & Marketing TeamMarket-LeadingBrands

20142013

239 people

$28.1 m

289 people

≈$40 m

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Deep DomainKnowledge

Public Sector

Compliance

Insurance


Innovate & Scale

Cloud Computing Architectures Product / R&D Team

Agile Development

Multi-Tenant Architecture

MassiveScale

Cloud Security & Redundancy

20142013

119 people

$9.0 m

143 people

≈$12.0 m


Demonstrated Quarterly Growth

Q1

2012 2013

Q2 Q3 Q4 Q1 Q2 Q3

Rev

enue

(Mill

ions

)

Q4

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Demonstrated Quarterly Improvement

Q1

2012 2013

Q2 Q3 Q4 Q1 Q2 Q3

Non

-GA

AP

Net

Inco

me/

Shar

e

Significant improvement from prior periods

Q4

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Strong Balance Sheet

Cash at December 31, 2013 $334.7 M

Escrowed proceeds $24.8 M

Debt $(11.9) M

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Revenue Growth

2012Actual

2013Actual

Rev

enue

(Mill

ions

)

2014Guidance

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Non-GAAP Net Income/Share Improvement

2012Actual

2013Actual

Non

-GA

AP

Net

Inco

me/

Shar

e

$(0.36)

2014Guidance

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Audience Building. Efficiency. Actionable Insight.

Safety. Compliance. Regulatory Reporting.

Access. Retention. Distribution.

$30BInsurance

Market

$1B+PublicSector

CommunicationsMarket

$1B+EHS

ComplianceMarket

$30+BILLION

Total Addressable Market

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DRAFT


ICG’s Platforms

DRAFT


ICG’s Platforms

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• Enabling public sector organizations to connect with more people and get those people to take action

• Today serving 1000 public sector organizations and reaching close to 60 million subscribers

• Technology enables them to reach the right people, which yields powerful communication, action, and impact

• Example: FEMA increased traffic to FEMA.gov from <100,000 to > 1 million and significantly increased participants in its National Preparedness program

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DRAFT


ICG’s Platforms

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• Transforming Environmental Health and Safety compliance for mid-sized companies, universities and health systems

• Our software platform electronically manages the chemical compliance process for our customers

• Serving 8,000 customers today out of a market of 500,000-600,000 companies

• 5 million Material Safety Data Sheet forms

• OSHA requirements for 30 years for chemicals used and stored on-site

• Global Harmonization Standards passed in 2012 require implementation of stricter guidelines around safety data by 2016

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DRAFT


ICG’s Platforms

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• Serves the Personal and Commercial P&C Small Business Sector

• Provide a multi-channel, multi-carrier software platform that enables customers to retain and grow revenue through a comprehensive insurance solution

• Automates a highly fragmented, inefficient process with a low-cost technology platform

• Customers include 4 platform carriers, 2100 agencies and the Citizens Property Insurance (the State of Florida Insurance Exchange)

• An integrated insurance offering through multiple carriers –the “Holy Grail”

• Example: Direct insurers spend billions of dollars going after their customer base for one line of insurance; imagine if they had access to a platform that allowed them to fulfill the other insurance needs of those customers?

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Growth Strategy

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Corporate Development Strategy

• Tuck-in acquisitions for existing businesses

• New Market Entry Criteria:

- Market that has seen little, if any, automation

- Cloud computing business model

- Ability to be clear market leader

- $10+ million recurring revenue business growing 20+ percent

- Strong renewal rates and compelling value proposition

- Unique solution with “big data” or “network effect” moats

- World-class management team with deep domain knowledge

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Investment Highlights

Large market opportunity aligned

Clear market leader in each vertical market

Strong recurring revenue base

Demonstrated record of outstanding revenue growth

Proven track record of successfully entering and scaling cloud-ready markets

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Appendix

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Consolidated Income Statements(In thousands, except per share data)

2013 2012 2013 2012

Revenue 17,680$ 9,031$ 59,201$ 26,640$

Operating ExpensesCost of revenue 4,935 2,942 17,757 9,459 Sales and marketing 8,335 3,835 28,129 12,355 General and administrative 7,085 8,257 30,960 28,408 Research and development 2,306 2,921 9,032 8,807 Amortization of intangibles 2,259 1,519 8,470 4,837 Impairment related and other 3,525 334 4,292 1,130 Total operating expenses 28,445 19,808 98,640 64,996 Operating income (loss) (10,765) (10,777) (39,439) (38,356)

Other income (expense):Other income (loss), net (4,032) 24,971 (4,210) 57,820 Interest income 77 94 227 397 Interest expense (408) (6) (1,484) 16

Income (loss) before income taxes, equity loss and discontinued operations (15,128) 14,282 (44,906) 19,877

Income tax benefit (expense) 17,833 (39) 17,803 (108) Equity loss (1,044) (1,526) (2,963) (8,672)

Income (loss) from continuing operations 1,661 12,717 (30,066) 11,097 Income (loss) from discontinued operations 196,453 2,120 232,107 12,484 Net income (loss) 198,114 14,837 202,041 23,581

Less: Net income (loss) attributable to the noncontrolling interest (2,067) 175 (7,018) 592 Net income (loss) attributable to ICG 200,181$ 14,662$ 209,059$ 22,989$

Amounts attributable to ICG common shareholders:Net income (loss) from continuing operations 3,035$ 13,451$ (25,437)$ 12,703$ Net income (loss) from discontinued operations 197,146 1,211 234,496 10,286 Net income (loss) attributable to ICG common shareholders 200,181$ 14,662$ 209,059$ 22,989$

Basic net income (loss) per share:Income (loss) from continuing operations attributable to ICG common shareholders 0.08$ 0.38$ (0.70)$ 0.35$ Income (loss) from discontinued operations attributable to ICG common shareholders 5.38 0.03 6.42 0.29 Income (loss) attributable to ICG common shareholders 5.46$ 0.41$ 5.72$ 0.64$

Diluted net income (loss) per share: Income (loss) from continuing operations attributable to ICG common shareholders 0.08$ 0.37$ (0.70)$ 0.35$ Income (loss) from discontinued operations attributable to ICG common shareholders 5.10 0.03 6.42 0.28 Income (loss) attributable to ICG common shareholders 5.18$ 0.40$ 5.72$ 0.63$

36,664 35,840 36,536 35,890

38,680 36,912 36,536 36,554

December 31, December 31,

Shares used in computation of basic net income (loss) per common share attributable to ICG common shareholders Shares used in computation of diluted net income (loss) per common share attributable to ICG common shareholders

Three Months Ended Year Ended

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Quarterly Consolidated Income Statements(In thousands, except per share data)

March 31, June 30, September 30, December 31, March 31, June 30, September 30, December 31,2012 2012 2012 2012 2013 2013 2013 2013

Revenue 4,211$ 5,400$ 7,998$ 9,031$ 11,974$ 13,476$ 16,071$ 17,680$

Operating ExpensesCost of revenue 1,232 2,396 2,889 2,942 4,198 4,123 4,501 4,935 Sales and marketing 1,547 3,125 3,848 3,835 5,682 6,541 7,571 8,335 General and administrative 6,350 6,405 7,396 8,257 8,803 7,220 7,852 7,085 Research and development 1,157 1,904 2,825 2,921 2,246 2,331 2,149 2,306 Amortization of intangibles 398 1,409 1,511 1,519 2,491 1,544 2,176 2,259 Impairment related and other - 141 654 334 170 127 470 3,525 Total operating expenses 10,684 15,380 19,123 19,808 23,590 21,886 24,719 28,445

Operating income (loss) (6,473) (9,980) (11,125) (10,777) (11,616) (8,410) (8,648) (10,765)

Other income (expense):Other income (loss), net 157 1,470 31,222 24,971 (64) (46) (68) (4,032) Interest income 124 82 138 94 31 56 63 77 Interest expense (10) (9) - (6) (321) (385) (370) (408)

Income (loss) before income taxes, equity loss and discontinued operations (6,202) (8,437) 20,235 14,282 (11,970) (8,785) (9,023) (15,128)

Income tax benefit (expense) 606 475 (1,150) (39) (73) (56) 99 17,833 Equity loss (2,303) (3,236) (1,608) (1,526) (701) (923) (295) (1,044)

Income (loss) from continuing operations (7,899) (11,198) 17,477 12,717 (12,744) (9,764) (9,219) 1,661 Income (loss) from discontinued operations 1,031 5,856 3,477 2,120 28,226 2,448 4,980 196,453 Net income (loss) (6,868) (5,342) 20,954 14,837 15,482 (7,316) (4,239) 198,114

Less: Net income (loss) attributable to the noncontrolling interest 152 652 (387) 175 (3,586) (458) (907) (2,067) Net income (loss) attributable to ICG (7,020)$ (5,994)$ 21,341$ 14,662$ 19,068$ (6,858)$ (3,332)$ 200,181$

Amounts attributable to ICG common shareholders:Net income (loss) from continuing operations (7,860)$ (11,132)$ 18,243$ 13,451$ (11,426)$ (9,025)$ (8,022)$ 3,035$ Net income (loss) from discontinued operations 840 5,138 3,098 1,211 30,494 2,167 4,690 197,146 Net income (loss) attributable to ICG common shareholders (7,020)$ (5,994)$ 21,341$ 14,662$ 19,068$ (6,858)$ (3,332)$ 200,181$

Basic net income (loss) per share:Income (loss) from continuing operations attributable to ICG common shareholders (0.21)$ (0.31)$ 0.51$ 0.38$ (0.31)$ (0.25)$ (0.22)$ 0.08$ Income (loss) from discontinued operations attributable to ICG common shareholders 0.02 0.14 0.09 0.03 0.83 0.06 0.13 5.38 Income (loss) attributable to ICG common shareholders (0.19)$ (0.17)$ 0.60$ 0.41$ 0.52$ (0.19)$ (0.09)$ 5.46$

Diluted net income (loss) per share: Income (loss) from continuing operations attributable to ICG common shareholders (0.21)$ (0.31)$ 0.50$ 0.37$ (0.31)$ (0.25)$ (0.22)$ 0.08$ Income (loss) from discontinued operations attributable to ICG common shareholders 0.02 0.14 0.09 0.03 0.83 0.06 0.13 5.10 Income (loss) attributable to ICG common shareholders (0.19)$ (0.17)$ 0.59$ 0.40$ 0.52$ (0.19)$ (0.09)$ 5.18$

36,156 35,917 35,650 35,840 36,713 36,468 36,303 36,664

36,156 35,917 36,273 36,912 36,713 36,468 36,303 38,680

Three Months Ended

Shares used in computation of basic net income (loss) per common share attributable to ICG common shareholders Shares used in computation of diluted net income (loss) per common share attributable to ICG common shareholders

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Bank of America/Merrill Lynch 2014 Small and Mid- Cap Equity ConferenceICG Investor Presentation

March 18, 2014

25

Documents

Bank of America/Merrill Lynchinvestors that enables them to view ICG’s business in a similar manner as ICG's management and provides meaningful ... Automation. CRM . Processes &