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November 14, 2016 1

DFS Overview

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Page 1: DFS Overview

November 14, 2016

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Page 2: DFS Overview

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Focused on doing what we do best – combining regulatory expertise

with technical innovation and superior service to support our clients

throughout the world.

(NYSE: DFIN – Effective October 1st, 2016)

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… Across the corporate life cycle

State-of-the-art technology, unmatched expertise and true 24/7/365

global service capabilities to help companies create, manage and

deliver accurate and timely financial communications to shareholders,

regulators, and investors.

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Stability of an established partner plus innovative technology and

integrated communication solutions

Expertise

‒ Our deal team has handled the largest number of IPOs and Draft

Registration Statements (DRS) filed with the SEC

‒ We are the recognized leader supporting mergers worldwide with

global composition, service & distribution capacity

‒ Unparalleled EDGAR and XBRL regulatory filing expertise, filing 160,000

client submissions annually with the SEC and producing critical

documents for regulatory and transactional compliance

Technology - Delivering productivity and cost savings through technology

solutions enabling clients to comply and communicate with confidence

The Donnelley Financial Advantage

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Unparalleled Service Platform Global network available 24/7/365

Over 3500 services professionals, 5X our nearest competitor to guarantee

your project receives the priority it deserves

Dedicated customer service teams with superior deal experience and more

informed solutions than the other providers

Our clients focus on content while Donnelley Financial handles the logistics

Offering 24/7 three shift support for all aspects of your projects

‒ Onsite and global composition / typesetting

‒ XBRL build, expertise and quality

‒ EDGAR conversion and SEC filing expertise

‒ Print production and distribution

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SOC 2 Type II Assurance Unrivaled Security. Unmatched Confidence.

Deloitte LLP has attested that our processing environment meets the high

standards of SOC 2 Type II requirements.

Gain peace of mind through our standardized process and controls:

• Donnelley Financial Solutions controls adhere to annual SOX compliance

requirements, reinforcing your internal control framework

• Our processes and controls have been tested for ongoing effectiveness

• Demonstrated security over the ActiveDisclosure processing environment

• Proper IT infrastructure, confidentiality, and data security protocols are in place

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Donnelley Financial Solutions at a Glance

Thought Leadership

Venue®

Deal Management Solutions

SOX Compliance

Services

Edgar Filing Services

XBRL Advisory Services Print Services

Language Solutions

Our expertise and scale complement our technology platform to deliver a comprehensive

yet flexible solution across the corporate life cycle.

Private

Company IPO

Compliance

Services

Registrations

M&A Restructuring

Disclosure Management Investor Communication

Services

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Venue® Marketing Powered by

Win more clients with Venue Marketing, powered by Peloton. Distribute

marketing materials to potential clients and referral sources.

Distribute content that

resonates

Share interviews that highlight

partners focused on particular

sectors or practice areas

Provide downloadable case

studies

Integrate relevant court cases

Create Dynamic Pitches

Measure engagement &

qualify which prospects are

most likely to convert to

clients

Allow prospects to share your

pitch with the team & identify

other decision makers

Understand clients concerns

based on activity & focus

Data Driven Intelligence

Venue® Deal Management

Solutions

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Venue® Virtual Data Room

Securely organize, manage, share & track corporate governance, financial

and legal documents in one online workspace, accessible from anywhere.

Venue® Deal Management

Solutions

Secure M&A due diligence,

IPOs, capital raising, IP

licensing agreements, clinical

trials, regulatory approvals

Disable print screen functions

Implement Information Rights

Management & Watermarking

Support compliant processes:

HIPPA, FINRA, etc.

Track all user activity

Security Standards

Used by 100 of Top 100 Law

Firms, 98% of Top Investment

Banks, 50 of Top 50 Private

Equity, 97% of Fortune 1000

24 x 7 x 365 Localized &

Dedicated Project Management

Global support with over 500

international offices

Trusted Service

Fewer clicks

Drag & Drop for seamless

upload of full folder structures

Search data room stored

documents using integrated

Google algorithms

Access from any device, any

browser

No downloads or plug-ins

Efficient & Easy to Use

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Venue® Contract Analytics Powered by

Execute legal review more accurately and efficiently using our industry-

leading artificial intelligence technology

Venue® Deal Management

Solutions

Extract legal concepts

regardless of specific words, so

you can quickly locate relevant

provisions

Achieve M&A buy side due

diligence, populate disclosure

schedules, ensure compliance,

manage commercial leases

Trained on 100+ terms and

trainable for industry or practice

specific preferences

Extract Data

Analyzes 50+ documents in

less than a minute

Clients report 50-67%

increased efficiency compared

to current process

Deliver actionable intelligence

with summaries exported into

Word/Excel

Provide heat maps & check lists

of contracts with potential

issues

Efficient & Accurate Analysis

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ActiveDisclosure℠

BOARD

REPORT

CALL

SCIRPT

PROXY MDA PRESS

RELEASE 8-K

EARNINGS

RELEASE

10-Q / 10-K

UPPER

MANAGEMENT

(CEO,CFO)

LEGAL INVESTOR

RELATIONS

FINANCE

DOCUMENT

COLLABORATORS

ActiveDisclosure℠

OUTPUT

Disclosure Management

• Built for Excel, Word and PowerPoint;

eliminates cut & paste

• Distribute the workload to multiple

individuals and easily monitor the

process with version control, role-based

access and audit trails

• ActiveLink automatically updates your

Word documents with the edits you

make in Excel.

• 24/7 access to the industry’s largest

staff of reporting specialists – help is

only a click or call away.

ActiveDisclosure is designed for

companies that leverage the Microsoft

Office productivity suite to draft,

collaborate and finalize disclosures.

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ActiveDisclosure℠ Draft, collaborate and finalize SEC disclosures

Upper Management (CEO, CFO)

Legal

Finance

Investor Relations

10-Q / 10-K

8-K Earnings Release

Press Release

MDA

Proxy

Call Script

Board Report

Document

Collaborators

OUTPUT

Across the Company – Working on One Set of Shared Documents Accessed through One Platform

Disclosure Management

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ActiveDisclosure & SOX Compliance Powered by

SOXHUB is a cloud-based software that streamlines the SOX Compliance program

for Internal Audit teams and Control groups of public and private companies.

Assign and Track all of your

activities in one place with

WorkStream, by SOXHUB:

Quarterly Certifications

PBC Request Management

Internal Control Activities

Close Activities

Issue Management

User Access Reviews

Work Management For Process

Owners

Single page control design

allows Internal Audit teams to

simplify SOX documentation

Integrated test sheets are

created for all controls

automatically

Narratives and Flowcharts are

dynamically linked to controls,

making version control issues

impossible

Simple and transparent

enterprise pricing

Features That Make

a Difference

SOX Compliance

Services

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Translation Services

Fully-scalable, linguistic solution accommodates complex and

time-critical transactions

Access to 4,500 accredited in-country linguists

Strict confidentiality agreements with subject matter expertise

Supporting more than 140 languages

Available 24/7/365

ISO 9001:2008 certified processes

EN 15038 compliant Quality Management Systems

AT101 certified confidentiality

Translation memory tools

Proprietary Translation Management Systems

Online glossary functions

Language Solutions

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Expert advisory services and creative/graphic collaboration help you identify and match the

appropriate style, format and content to your client’s unique corporate culture and proxy-related objectives.

Proxy Strategy & Design Comprehensive solutions to meet company-specific needs

Investor Communication

Services

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Annual Meeting Services Powered by

DFS relationship is expanded to include broker search, branded voting sites, mailing and real time

tabulation throughout the proxy process, creating real solutions based on the client’s brandings and

timeline, as opposed to other’s option of one size fits all

Execute broker searches in a

timely manner to ensure

compliance in regulatory

requirements

Practically eliminate your

involvement/interaction with

Broadridge, Transfer Agent,

DTC, etc., who all become

behind-the-scene processors of

their respective functions under

our Master Tabulation system

Broker Search Capabilities

Industry-leading real time

online tabulation reporting

system available 24/7, unlike

other’s “batch” voting abilities

Mailing functions and data

remain secure within

DFSCO/Mediant systems and

facilities

Customized “Notice” and

“Proxy Card” hard copy

Distribution, Tabulation and

Real Time reporting

Investor Communication

Services

Document hosting pages

designed and customized to

match corporate brands, style,

and feel of the company

homepage or investor relations

site

Document hosting solution

works better, is more intuitive,

and visually more appealing

than every “tile” type hosting

site in the market

Branded Document Hosting Sites

Document Hosting Website Examples

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Unrivaled Print Platform

Largest financial printing company in North America with distribution

resources to match

Networked, multiple-location print platform able

to deliver under tight time constraints

Award-winning color print platform for complex

annual reports and proxy statements

Dynamic, variable digital print and fulfillment

capabilities for custom mailings

Print Services

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Strong client education program for regulatory guidance

• SEC Hot Topics and other CLE and CPE accredited events

• Client webinars

• Relevant handbooks and publications

• SEC alerts and newsletters

Guidance, Education, Best Practices Thought Leadership

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THANK YOU