Recommended offer for Fidessa. David Arnott, CEO Max Chuard, CFO, COO 21 February 2018

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2 Recommended offer for Fidessa David Arnott, CEO Max Chuard, CFO, COO 21 February 2018

3 Disclaimer 3 THIS PRESENTATION AND ITS CONTENTS ARE NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION This presentation has been prepared by Temenos Group AG (the "Company") and Temenos Holdings UK Ltd ( Bidco ), solely for your information and for use at one or more meetings in connection with the offer by the Company, through Bidco, for Fidessa Group plc ("Fidessa") howsoever implemented (the "Offer"). For the purposes of this notice, "presentation" means this document and any oral presentation, any question and answer session and any written or oral material discussed or distributed in connection with it. This presentation is not a prospectus and does not constitute or form part of, and should not be construed as, any offer, invitation, solicitation or recommendation to purchase, sell or subscribe for any securities of the Company or Fidessa in any jurisdiction and neither the issue of the information nor anything contained herein shall form the basis of or be relied upon in connection with, or act as an inducement to enter into, any investment activity. This presentation does not purport to contain all of the information that may be required to evaluate any investment in the Company or Fidessa or any of their securities. Any investment decision should be made solely on the basis of formal offer-related documentation to be released in relation to the Offer. Any person considering an investment in the Company or Fidessa is advised to obtain independent advice as to the legal, tax, accounting, financial, credit and other related advice prior to making an investment. To the extent available, the industry, market and competitive position data contained in this presentation has come from official or third party sources. Third party industry publications, studies and surveys generally state that the data contained therein have been obtained from sources believed to be reliable, but that there is no guarantee of the accuracy or completeness of such data. While the Company believes that each of these publications, studies and surveys has been prepared by a reputable source, the Company has not independently verified the data contained therein. In addition, certain of the industry, market and competitive position data contained in this presentation come from the Company's own internal research and estimates based on the knowledge and experience of the Company's management in the market in which the Company operates. While the Company believes that such research and estimates are reasonable and reliable, they, and their underlying methodology and assumptions, have not been verified by any independent source for accuracy or completeness and are subject to change without notice. Accordingly, undue reliance should not be placed on any of the industry, market or competitive position data contained in this presentation.

4 Disclaimer (continued) 4 This presentation includes forward-looking statements. The words "expect", "anticipate", "intends", "plan", "estimate", "aim", "forecast", "project" and similar expressions (or their negative) identify certain of these forward-looking statements. These forward-looking statements include statements regarding the business, financial condition and results of operations regarding the Company, Fidessa and, following completion of the Offer (if completed), the enlarged group (the "Enlarged Group"), as well as the expected characteristics of the Enlarged Group and expected benefits of the Offer. The forward-looking statements in this presentation are based on numerous assumptions regarding the Company's and Fidessa's present and future business strategies and the environment in which the Company and Fidessa will operate in the future. Forward-looking statements involve inherent known and unknown risks, uncertainties and contingencies because they relate to events and depend on circumstances that may or may not occur in the future (including that there cannot be certainty that the Offer will complete) and may cause the actual results, performance or achievements of the actual results, performance or achievements of the Company and/or Fidessa and/or the Enlarged Group to be materially different from those expressed or implied by such forward looking statements. Many of these risks and uncertainties relate to factors that are beyond the Company's and/or Fidessa's ability to control or estimate precisely, such as future market conditions, currency fluctuations, the behaviour of other market participants, the actions of regulators and other factors such as changes in the relevant political, social and regulatory frameworks or in economic or technological trends or conditions. Past performance should not be taken as an indication or guarantee of future results, and no representation or warranty, express or implied, is made regarding future performance. The Company expressly disclaims any obligation or undertaking to release any updates or revisions to these forward-looking statements to reflect any change in the expectations with regard thereto or any change in events, conditions or circumstances on which any statement is based after the date of this presentation or to update or to keep current any other information contained in this presentation. Accordingly, undue reliance should not be placed on the forward-looking statements, which speak only as of the date of this presentation. Unless specified otherwise, no statement in this presentation is intended as a profit forecast or estimate for any period and no statement in this presentation should be interpreted to mean that earnings or earnings per share for the Company or Fidessa, as appropriate, for the current or future financial years would necessarily match or exceed the historical published earnings or earnings per share for the Company or Fidessa, as appropriate. Credit Suisse, International ( Credit Suisse ) which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting as financial adviser exclusively for the Company and Bidco and no one else in connection with the matters set out in this document and will not be responsible to any person other than the Company and Bidco for providing the protections afforded to clients of Credit Suisse, nor for providing advice in relation to the content of this document or any matter referred to herein. Neither Credit Suisse nor any of its subsidiaries, branches or affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Credit Suisse in connection with this document, any statement contained herein or otherwise.

5 Strategic rationale David Arnott, CEO

6 Temenos recommended offer for Fidessa 6 + Temenos today announces the recommended 1.4bn offer to acquire Fidessa Fidessa is a market leading provider of capital markets software to banks globally Compelling strategic rationale: opportunity to create modern front to back, multiasset Capital Markets Suite to meet banks structural needs; creates group with significant complementarity across geographies, clients and product Significant synergies: accretive to non-ifrs EPS in 2018 and expected to be midteen accretive in first full year following completion of acquisition Expected to generate significant client and shareholder value

7 Fidessa is a strategic player in the capital markets ecosystem 7 Trading software Market data 900+ clients globally $26tn Transactions value p.a. 98% Renewal rate 88% Recurring revenue Connectivity 222 Markets Fidessa s award-winning products are used by 85% of Tier 1 financial institutions Sources: Number of clients, number of markets and $ transactions value per annum sourced from Fidessa press release 25 th September 2017; Tier 1 penetration from Fidessa website; Client logos from various Fidessa press releases; Renewal rate (calculated by inverting the 2% consolidations and closures rate across the customer base) and recurring revenue rate refers to FY2017 (ended Dec-2017), as disclosed in Fidessa s preliminary results, published on 19 th February 2018;

8 *Source: Ovum Financial Markets Technology Spending Through 2021 (Dec 2016). Represents the estimated theoretically addressable market, i.e. total forecasted 2018 capital markets software spend by financial institutions. Includes internal spend, packaged software spend and outsourcing. Excludes services, integration and hardware **Source: Ovum Financial Markets Technology Spending Through 2021 (Dec 2016). This penetration rate represents capital markets packaged software spend as a proportion of total capital markets software spend (internal, outsourcing and packaged); Compelling market opportunity 8 USD 14bn* Mounting pressures Fragmented Clear Gap But most IT spend is still in-house (23%** third-party penetration) Commercial, regulatory and technological - forcing banks to upgrade systems with third party solutions Existing vendor landscape fragmented and dominated by legacy For a modern, vertically integrated multiasset Capital Markets platform Compelling opportunity to create a new Capital Markets Suite to address industry s structural needs

9 A broader banking value proposition 9 CapitalMarketsSuite Islamic + Extending the evolution of our front-to-back Suites to deliver enhanced value to banks globally

10 Strategic rationale 10 Unique market opportunity Product complementarity Go-to-market complementarity Banks are upgrading systems and there is a strategic opportunity to create a modern vertically integrated, multi-asset Capital Markets Suite to address their needs Complementary product sets, deeper domain specialization, greater SaaS expertise Complementary geographical strengths, larger tier 1 and 2 customer base Client value Highly synergistic Creates the platform to deliver customer success and become core strategic partner for banks of all sizes globally Significant revenue and costs synergies; c. $60 million per annum of run-rate pre-tax cost synergies, which are expected to be fully achieved within three years post completion.

11 Capital Markets face tough conditions 11 Lower fees Reliability & Trust Collaboration Real-time, complete information Demanding Customers KYC Basel II, III and IV IFRS, SOX, Dodd Frank CAT, MiFID II, GDPR Regulatory Burden Capital Markets Cloud Artificial Intelligence Blockchain Digital channels Digital Technologies Fintechs Trading companies Technology companies e.g. Bloomberg Exchanges e.g. ICE Rise of New Competitors Lower Lower spreads spreads Lower Lower volumes volumes Low interest rates Tough Market Conditions A perfect storm of structural challenges

12 weighing heavily on RoE % 14.0% Capital Markets and Investment Banks (CMIB) Global Average RoE 12.0% 10.0% 8.0% 15.0% 12.0% 6.0% 8.0% 4.0% Pre financial crisis regulation average CMIB RoE 2012 Global CMIB RoE 2016 Global CMIB RoE Source: Pre financial-crisis regulation average RoE taken from Global Capital Markets 2013: Survival of the fittest, The Boston Consulting Group, April and 2016 Global CMIB RoE taken from Global Capital Markets 2017: Mastering the Value Migration, The Boston Consulting Group, May 2017

13 Automation offers route to better RoE 13 [ ] a more fundamental review is required. [ ] While it has yet to be fully realized, digitization has the potential to deliver an estimated 20% to 30% P&L improvement or a 2% to 3% improvement in ROE over three years for CMIB banks. [ ] All-in banks implementing digital solutions throughout the value chain could achieve +30% growth in digital businesses, even in a low-growth environment. Source: Capital Markets and Investment Banking 2016: Time for Tough Choices and Bold Actions, McKinsey Capital Markets need a full front to back digital upgrade looking increasingly to third-party solutions to deliver it

14 But technology needs are not being met 14 Fragmented Legacy There is clear gap for a highly differentiated end-to-end, modern platform

15 Extending our set of end-to-end solutions 15 CapitalMarketsSuite Islamic + Digital Suites underpinned by Temenos T24 and technology frameworks Modern, integrated front-to-back Suites combine highest automation and agility

16 A platform for consolidation 16 Temenos has a proven speciality in creating end-to-end Suites focused on missioncritical activities to drive efficiency improvements in complex banking processes The combined Temenos/Fidessa front-to-back solution creates a modern platform for consolidation More asset classes to be added along with broader functional breadth and further verticalization either through M&A or organic development The aim is to build on the front-to-back combined solution to create a full end-to-end, multi-asset class Suite for Capital Markets Creating the Capital Markets Platform to satisfy industry needs

17 Product complementarity 17 Market-leading Large addressable market SaaS expertise Deep domain expertise Optimize R&D Award-winning solution for cash equities and derivatives, with clear cross-sell potential to Temenos clients Extends product breadth and adds c. USD 14bn* to our addressable market Fidessa has extensive expertise of hosting their clients in a private cloud environment Share common DNA: high-volume, mission-critical solution to solve complex bank processing Opportunity to leverage Temenos global development model and methodologies to scale R&D more effectively *Source: Ovum Financial Markets Technology Spending Through 2021 (Dec 2016). Represents theoretically addressable market, i.e. total forecasted 2018 capital markets software spend by financial institutions (includes internal spend, outsourcing, packaged software). Excludes, services, integration and hardware spend;

18 Go-to-market complementarity 18 Geo complementarity We have complementary geographical strengths: Temenos in Europe and Middle East; Fidessa in North America and Asia Customer complementarity Together we have a much bigger customer base of banks across the world; Fidessa serves 85% of tier 1 banks Shared processes Chance to instil across larger group Temenos proven sales focused model and discipline Source: Tier 1 penetration from Fidessa website

19 Creating a global leader in financial services software 19 Positioning (1) Deep domain expertise in Universal Banking and Wealth Management (2) Deep-domain expertise in Capital Markets + Deep domain expertise across banking Capabilities Front-to-back Suites covering core banking, front office, channels, payments, analytics Cash equities and derivatives, market data & connectivity Comprehensive offering to banks of all sizes and geographies Financials Revenues: $737m Of which recurring 46% EBITDA: $274m Revenues: $496m Of which recurring 88% EBITDA: $125m Revenues: $1,233m Of which recurring 63% EBITDA: $398m Geo Strengths Europe, Middle East & Africa, Latin America U.S., Hong Kong, Japan, UK Global financial services software vendor Enlarged group addresses global banks needs more effectively a strategic partner to the industry (1) Temenos Financials are actuals for FY2017 (ended Dec-2017) on a non-ifrs basis as per Q Financial Results investor presentation 13 th February 2018; Recurring revenues are considered maintenance and SaaS and subscription revenues; (2) Fidessa Financials are actuals for FY2017 (ended Dec-2017) as per the preliminary results investor presentation held on 19 th February 2018; EBITDA is profit before interest and tax unadjusted; Conversion to USD based on GBP/USD of 1.40, Bloomberg as of 16 th February 2018.

20 Financial and operating view Max Chuard, CFO, COO

21 Recommended offer for Fidessa 21 Offer Recommended all-cash offer for Fidessa Group plc Fidessa is a London listed company head-quartered in the UK Price Offer price of per share In addition, Fidessa shareholders will be entitled to the final and special dividend of Premium Financial benefits Financing 36.9% premium to the Fidessa closing share price of on 16 February 2018 (1) 44.6% premium to the Fidessa 3 month volume-weighted average price of to 16 February 2018 (1) c. $60m per annum run-rate pre-tax cost synergies expected to be generated within 3 years post completion Mid-teen earnings accretive on a non-ifrs earnings per share basis in the first full year following completion of the transaction 1.4bn bridge facility to fund cash consideration under the offer Medium term leverage target remains 1x - 1.5x Approvals and timing Subject to customary antitrust and FCA approvals Court-sanctioned scheme of arrangement process in the UK: scheme document to be posted to Fidessa shareholders mid-march 2018 Fidessa shareholder meeting in early April 2018; Closing expected in first half of 2018 (1) Being the last business day prior to the 19 February 2018, being the date on which the movement in the share price of Fidessa occurred as referenced in the joint announcement made by Temenos and Fidessa on 20 February 2018 pursuant to Rule 2.4 of the Code

22 Global revenue base 22 Temenos Fidessa Enlarged Group $737m FY 2017 $496m FY 2017 $1,233m FY 2017 Europe Americas Asia MEA Regional mix in Enlarged Group well diversified (1) Temenos Financials are actuals for FY2017 (ended Dec-2017) on a non-ifrs basis as per Q Financial Results investor presentation 13 th of February 2018; (2) Fidessa Financials are actuals for FY2017 (ended Dec-2017) as per the preliminary results investor presentation held on 19 th of February 2018; Conversion to USD based on GBP/USD of 1.40, Bloomberg as of 16 th February 2018

23 Segmental revenues 23 Temenos Fidessa Enlarged Group $737m FY 2017 $496m FY 2017 $1,233m FY 2017 Banking* Capital Markets Balanced mix across banking and capital markets (1) Temenos Financials are actuals for FY2017 (ended Dec-2017) on a non-ifrs basis as per Q Financial Results investor presentation 13 th of February 2018; * Core banking, front office, channels, payments, analytics, wealth management, Multifonds (2) Fidessa Financials are actuals for FY2017 (ended Dec-2017) as per the preliminary results investor presentation held on 19 th of February 2018; Conversion to USD based on GBP/USD of 1.40, Bloomberg as of 16 th February 2018

24 Recurring revenues 24 Temenos Fidessa Enlarged Group $737m FY 2017 $496m FY 2017 $1,233m FY 2017 Recurring Revenues Non-Recurring Revenues Greater predictability with approximately two-thirds of recurring revenues in Enlarged Group (1) Temenos Financials are actuals for FY2017 (ended Dec-2017) on a non-ifrs basis as per Q Financial Results investor presentation 13 th of February 2018; Recurring revenues for Temenos pre-acquisition are made of maintenance, SaaS and subscription revenues; (2) Fidessa Financials are actuals for FY2017 (ended Dec-2017) as per the preliminary results investor presentation held on 19 th of February 2018; Conversion to USD based on GBP/USD of 1.40, Bloomberg as of 16 th February 2018

25 Meets Temenos M&A goals 25 Complementary products market leading Capital Markets solution creating significant cross-sell potential and opportunity to create front-to-back Capital Markets Suite Enhances strategic goals accelerated growth potential, U.S., Japan, SaaS, tier 1 and 2 banks globally Market development expands addressable market by $3bn* (theoretically addressable opportunity by $14bn**); market growing at 8% CAGR through 2021 Delivering significant client and shareholder value by meeting all of our M&A objectives *Source: Ovum Financial Markets Technology Spending Through 2021 (Dec 2016). Represents immediately addressable market, i.e. total forecasted 2018 capital markets packaged software spend. Excludes internal, outsourcing, services, integration and hardware spend; growth rate is CAGR for packaged software spend from the Ovum report; **Theoretically addressable market represents internal, outsourcing and packaged software spend

26 Significant synergies 26 Enlarged Group will benefit from attractive business model and financial profile Recurring revenues of over 60% and EBITDA margins of 32% Acquisition expected to generate c. USD 60m per annum run-rate pre-tax cost synergies within 3 years post completion with one-off cost to achieve of c.usd 60m Opportunity to realize efficiencies, in particular by optimizing development and streamlining G&A functions Acquisition expected to be accretive to non-ifrs earnings per share in 2018 and lead to mid-teen earnings accretion in first full-year post completion of the transaction Significant potential to increase revenue growth performance at Fidessa over time: Implementing Temenos proven sales focused model and discipline; Adding Temenos back-and middle office functionality to Fidessa s front office product offering in the capital markets segment; Continuing investment in provision of software for new Capital Markets asset classes; Revenue synergies from cross-selling to Temenos clients

27 Minimising distraction 27 A ring-fenced team will oversee the integration efforts We expect that for 12 months post closing, Fidessa will be managed as a stand-alone division within Temenos, separate from the Core Banking business, with its own dedicated management team reporting into Temenos executive committee Over time, Temenos intends to explore whether a closer integration of Fidessa s Capital Markets business within Temenos current regional structure is appropriate We will seek to realize synergies while we continue to execute successfully on the core banking market opportunity

28 Financing the acquisition Temenos has negotiated a fully funded Bridge Facility Agreement with Credit Suisse: - First term loan facility of up to 500m with a 7-month term - Second term loan facility of up to 930m with a 12-month term Prior to or shortly after completion of the Acquisition, Temenos intends to access the capital markets to reduce its net debt to EBITDA ratio to approximately 4x and put in place an appropriate longer term financing structure Temenos medium term leverage target remains 1x-1.5x Temenos dividend policy remains to distribute a sustainable to growing dividend

29 Next steps 29 Expected that scheme document, containing further information about the Transaction, will be posted to Fidessa shareholders in mid-march 2018 Timetable of principal events will be included in the scheme document Fidessa shareholder meeting in early April 2018 Transaction expected to complete in the second quarter of 2018

30 Summary 30 Unique market opportunity Product complementarity Go-to-market complementarity Banks are upgrading systems and there is a strategic opportunity to create a modern vertically integrated, multi-asset Capital Markets Suite to address their needs Complementary product sets, deeper domain specialization, greater SaaS expertise Complementary geographical strengths, larger tier 1 and 2 customer base Client value Highly synergistic Creates the platform to deliver customer success and become more strategic partner to world s largest banks Significant revenue and costs synergies; c. $60 million per annum of run-rate pre-tax cost synergies, which are expected to be fully achieved within three years post completion.

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