Exhibit (c)(12) 

Project Virgil: Valuation Analysis May 2025

Cap (High) Share Price ($) $6.89 $8.33 $10.00 $10.00 $10.00 $9.50 $10.00 $12.00 $13.00 $10.75 $11.25 % Premium / (Discount) to Current (17%) - 20% 20% 20% 14% 20% 44% 56% 29% 35% % Premium / (Discount) to Unaffected Close - 21% 45% 45% 45% 38% 45% 74% 89% 56% 63% % Premium / (Discount) to Price at Bid Date - - 22% 32% 15% 9% 15% 12% 21% 0% 5% Implied Equity Value $1,527 $1,847 $2,222 $2,222 $2,222 $2,110 $2,222 $2,674 $2,902 $2,392 $2,505 Plus: Gross Debt(1) $72 $72 $72 $72 $72 $72 $72 $72 $72 $72 $72 Less: Cash(1) (389) (389) (389) (389) (389) (389) (389) (389) (389) (389) (389) Total Enterprise Value $1,210 $1,530 $1,906 $1,906 $1,906 $1,793 $1,906 $2,357 $2,585 $2,075 $2,188 Premiums Analysis: Virgil 30-Day Closing Average (05/02/25) $8.05 (14%) 3% 24% 24% 24% 18% 24% 49% 62% 34% 40% 90-Day Closing Average (05/02/25) $9.00 (23%) (7%) 11% 11% 11% 6% 11% 33% 44% 19% 25% 52 Week High (07/23/24) $12.86 (46%) (35%) (22%) (22%) (22%) (26%) (22%) (7%) 1% (16%) (13%) 52 Week Low (03/12/25) $6.89 - 21% 45% 45% 45% 38% 45% 74% 89% 56% 63% Analyst Price Target - Median(2) $8.00 (14%) 4% 25% 25% 25% 19% 25% 50% 63% 34% 41% Multiples Analysis: Metric: CY2024A Revenue $439 2.8x 3.5x 4.3x 4.3x 4.3x 4.1x 4.3x 5.4x 5.9x 4.7x 5.0x CY2025E Revenue(4) $462 2.6x 3.3x 4.1x 4.1x 4.1x 3.9x 4.1x 5.1x 5.6x 4.5x 4.7x CY2024A Adj. EBITDA(3) $85 14.3x 18.1x 22.5x 22.5x 22.5x 21.2x 22.5x 27.8x 30.5x 24.5x 25.8x CY2025E Adj. EBITDA(3)(4) $91 13.3x 16.8x 21.0x 21.0x 21.0x 19.7x 21.0x 26.0x 28.5x 22.8x 24.1x Summary of Offers Source(s): FactSet, Company filings, Company Risk Adjusted Projections and Market Data as of 05/02/2025. Fully diluted shares outstanding based on ~206.4mm common shares, ~14.6mm RSUs and ~7.2mm stock options outstanding, per Company Management information. 1. Debt, debt-like items, cash and cash equivalents as of Q1 CY25 per Company Risk Adjusted Projections. 2. FactSet consensus median. 3. Unburdened by Stock-based Compensation. 4. Company Risk Adjusted Projections.

Virgil Share Price Over Time Source(s): FactSet. Market data as of 05/02/2025. 1. Multiples based on Broker consensus forecasts. 2. Displaying Broker consensus NTM revenue growth, NTM Gross Profit margins and NTM Adj. EBITDA margins. Share Price Since Virgil IPO $8.33 Post-Earnings Price Reaction IPO Price $25.00 First Day Close: $24.94 Nov 2021 3Q21 earnings; Beat revenue by 6% and Adj. EBITDA by 55% May 2022 1Q22 earnings; Raised CY23 revenue guidance from $299mm to $305mm Jun 2023 Virgil Investor Day Jul 2024 2Q24 earnings; Lowered CY24 revenue guidance from $445mm to $437.5mm Market & Operating Summary (5/2/2025)(1) 2024E 2025E 2026E Market Cap $1,847 EV / Revenue 3.5x 3.3x 3.0x (-) Cash ($389) EV / Gross Profit 4.7x 4.5x 4.0x (+) Debt $72 EV / Adj. EBITDA 18.1x 17.2x 13.4x Enterprise Value $1,530 CY21 CY22 CY23 CY24 CY25 Q3 Q4 CY21 Q1 Q2 Q3 Q4 CY22 Q1 Q2 Q3 Q4 CY23 Q1 Q2 Q3 Q4 CY24 Curr. NTM Rev Growth(2) 24% 20% 20% 22% 21% 20% 16% 16% 16% 18% 19% 17% 17% 17% 13% 11% 11% 11% 6% NTM Gross Margin(2) 61% 63% 63% 62% 64% 65% 66% 66% 67% 68% 70% 72% 72% 73% 73% 74% 74% 74% 75% NTM Adj. EBITDA Margin(2) (17%) (13%) (13%) (10%) (7%) (3%) 1% 1% 2% 6% 10% 17% 17% 18% 19% 21% 22% 22% 20% NTM "Rule of 40" 7% 7% 7% 12% 14% 17% 17% 17% 18% 24% 29% 34% 34% 35% 32% 32% 32% 32% 27% Share Price Summary High Low Avg Since IPO $26.57 $6.14 $10.30 LTM $12.86 $6.89 $9.60 Aug 2024 Announced first ever Share Repurchase Plan of up to $100mm 30% 1-day drop $12.72 $8.94 Unaffected Share Price Unaffected Current $Ä %Ä $6.89 $8.33 $1.44 20.9% Feb 2025 4Q24 & FY24 earnings; Weaker CY25 revenue guidance • Leak: 3/13/2025 • Unaffected Closing Price: $6.89 Jan 2023 Named Dan Drees as President Nov 2024 3Q24 earnings; Strong bottom line growth; raised Adj. EBITDA guidance from $74mm to $78.5mm 2

Virgil Relative Share Price Performance vs. Peers Source(s): FactSet. Market data as of 05/02/2025. 1. Peers include BILL, FLYW, PAY, ADYEN, PAYO, FOUR, WEX, CPAY, and BL. Share Price Performance Since Virgil IPO 0% 50% 100% 150% Oct-21 May-22 Dec-22 Jul-23 Feb-24 Sep-24 May-25 Virgil Peers (67%) (33%) (1) Performance Since Leak (Unaffected as of 3/12/2025) Virgil 21% Peers (2%) Performance Up Until Leak on 3/13/2025 Since IPO 3-Yr 2-Yr 1-Yr YTD Virgil (72%) (5%) (16%) (47%) (33%) Peers (19%) (2%) 16% 4% (14%) 3

Summary of Broker Price Targets and Recommendations Source(s): FactSet, Bloomberg, AlphaSense, Broker Research. Market data as of 05//02/2025. Share Price Targets Price % vs. Current: 12% (4%) $8.33 $9.37 $8.00 $13.00 $6.50 Current Mean Median Max Min (22%) Hold 53% Buy 35% Sell 12% Buy / Hold / Sell Price Target and Valuation Methodology by Analyst Price Target History 56% Broker Date of Latest Report Price Target Recommendation Primary Valuation Methodology Secondary Valuation Methodology KeyBanc 4/29/2025 NA Buy 2.6x CY25 EV / Revenue - Wolfe 4/23/2025 NA Hold 11.0-13.0x CY26 EV / Gross Profit - Wells Fargo 4/22/2025 $8.00 Hold 15.0x CY26 EV / FCF 4.0x CY26 EV / Gross Profit BTIG 4/21/2025 $11.00 Buy 15.0x CY26 EV / Adj. EBITDA - BMO 4/9/2025 $8.00 Hold 15.0x CY26 EV / Adj. EBITDA-Capex - Goldman Sachs 4/8/2025 $6.50 Sell 17.0x CY26 EV / Adj. EBITDA-SBC - Baird 4/3/2025 $12.00 Buy 4.5x FY26 EV / Revenue - KBW 3/30/2025 $9.00 Hold - - Compass Point 3/11/2025 $13.00 Buy 15.0x CY26 Mkt Cap / Revenue - Barclays 3/4/2025 $8.00 Hold 6.0x CY26 EV / Gross Profit DCF Piper Sandler 2/28/2025 $8.00 Hold - - Susquehanna 2/28/2025 $13.00 Buy 11.0x CY26 EV / Adj. EBITDA - J.P. Morgan 2/27/2025 $9.00 Hold 4.0x CY26 EV / Gross Profit - Morgan Stanley 2/27/2025 $8.00 Hold 13.0x CY26 EV / Adj. EBITDA - Deutsche Bank 2/26/2025 $11.00 Buy 19.0x CY26 EV / Adj. EBITDA - UBS 2/26/2025 $8.00 Hold 4.0x CY26 EV / Gross Profit - Bank of America 2/26/2025 $8.00 Sell 3.0x CY26 EV / Revenue 0.4x CY26 EV/Rev/Growth Avg: $9.37 $8.33 $9.37 4

Financial Summary – Company Risk Adjusted Projections Source(s): Company filings and Company Risk Adjusted Projections. CAGR CAGR ($ in millions) 2021A 2022A 2023A 2024A 2025E 2026E 2027E 2028E 2029E '21A - '24A '24A - '29E Total Revenue $248 $316 $381 $439 $462 $508 $556 $631 $707 21% 10% % Growth 34% 27% 20% 15% 5% 10% 9% 14% 12% Total COGS ($97) ($114) ($117) ($116) ($119) ($126) ($132) ($142) ($149) 6% 5% Total Non-GAAP Gross Profit $151 $203 $264 $323 $342 $383 $423 $489 $558 29% 12% Gross Margin % 61% 64% 69% 74% 74% 75% 76% 77% 79% S&M (60) (73) (73) (77) (85) (87) (90) (94) (101) 9% 6% % of Revenue 24% 23% 19% 17% 18% 17% 16% 15% 14% R&D (60) (75) (86) (88) (91) (93) (95) (97) (100) 13% 2% % of Revenue 24% 24% 23% 20% 20% 18% 17% 15% 14% G&A (57) (70) (75) (74) (75) (75) (76) (77) (79) 9% 1% % of Revenue 23% 22% 20% 17% 16% 15% 14% 12% 11% Total OpEx ($177) ($218) ($234) ($239) ($251) ($255) ($261) ($268) ($280) 10% 3% % of Revenue 71% 69% 61% 54% 54% 50% 47% 42% 40% Adj. EBITDA w/o PubCo Costs (Unburdened w/ SBC) ($26) ($15) $30 $85 $91 $128 $163 $221 $278 NA 27% Adj. EBITDA Margin % (11%) (5%) 8% 19% 20% 25% 29% 35% 39% Less: Public Company Costs - - - - - (6) (6) (6) (6) Adj. EBITDA Incl. PubCo Costs (Unburdened w/ SBC) ($26) ($15) $30 $85 $91 $122 $157 $215 $272 NA 26% Adj. EBITDA Margin % (11%) (5%) 8% 19% 20% 24% 28% 34% 38% Depreciation & Amortization (31) (33) (36) (36) (36) (34) (30) (28) (29) % of Revenue 12% 10% 9% 8% 8% 7% 5% 4% 4% Non-GAAP EBIT (Unburdened w/ SBC) ($57) ($48) ($5) $48 $55 $87 $126 $187 $243 NA 38% Op Margin % (23%) (15%) (1%) 11% 12% 17% 23% 30% 34% Total CapEx ($32) ($22) ($18) ($20) ($21) ($20) ($20) ($21) ($22) (15%) 2% % of Revenue 13% 7% 5% 4% 5% 4% 4% 3% 3% Change in NWC ($2) ($3) ($22) ($25) $1 ($2) ($5) ($10) ($6) 116% (25%) % of Revenue (1%) (1%) (6%) (6%) 0% (0%) (1%) (2%) (1%) 5

Comparison of Virgil LRP, Company Risk Adjusted Projections and Consensus Source(s): Company Filings, Broker Research, Company February LRP and Company Risk Adjusted Projections. 1. Unburdened by SBC and includes Management estimated Public Company Costs. % Margin: 17% 41% 14% 28% 16% 34% February LRP Company Risk Adjusted Projections Consensus 38% 12% 24% 10% 28% 9% 20% 5% 23% 10% 24% 11% 19% 4% 21% 7% CAGR (’24A – ’27E): 8% CAGR (’27E – ’29E): 13% CAGR (’24A – ’27E): 23% CAGR (’27E – ’29E): 32% CAGR (’24A – ’27E): 8% CAGR (’24A – ’27E): 17% CAGR (’24E – ’27E): 12% CAGR (’27E – ’29E): 18% CAGR (’24E – ’27E): 36% CAGR (’27E – ’29E): 29% 15% 19% 15% 19% 19% 38% 14% 34% 6

Comparable Public Companies Analysis Source(s): FactSet, Broker Research, Company Risk Adjusted Projections. Market data as of 05/02/2025. 1. Adyen does not report gross profit. 2. Includes Management estimated Public Company Costs. Gross Profit Capex % Float Price Equity Enterprise EV/Revenue EV/Adj. EBITDA Revenue Growth Margin Adj. EBITDA Margin of Rev Rev Mix 5/2/2025 Value Value CY24A CY25E CY26E CY24A CY25E CY26E '24/'23 '25/'24 '26/'25 CY25E CY25E CY26E CY25E CY25E Reported Virgil (Risk Adjusted Projections) $8.33 $1,847 $1,530 3.5x 3.3x 3.0x 18.1x 16.8x 12.6x 15.3% 5.2% 10.1% 74.1% 19.7% 23.9% 4.5% 9.9% Virgil (Consensus) $8.33 $1,847 $1,530 3.5x 3.3x 3.0x 18.1x 17.2x 13.4x 15.3% 4.3% 10.1% 74.1% 19.4% 22.6% 4.8% 9.8% Virgil (Consensus - Unaffected) $6.89 $1,527 $1,210 2.8x 2.6x 2.4x 14.3x 13.6x 10.6x 15.3% 4.3% 10.1% 74.1% 19.4% 22.6% 4.8% 9.8% Adyen $1,668.97 $52,713 $41,356 18.2x 14.8x 11.9x 36.7x 28.2x 21.4x 22.7% 23.1% 24.5% NA 52.6% 55.7% 4.6% NA Corpay $330.33 23,701 30,167 7.3x 6.9x 6.2x 13.9x 12.8x 11.4x 6.2% 6.6% 10.3% 77.9% 53.4% 54.4% 4.6% 1.7% Shift4 $82.36 8,187 9,413 6.4x 5.5x 4.7x 13.6x 11.1x 9.3x 28.9% 15.8% 19.2% 68.4% 50.1% 50.2% 10.3% NA Bill.com $45.30 4,827 4,353 3.1x 2.8x 2.4x 16.6x 16.5x 14.0x 16.5% 11.7% 15.2% 84.9% 17.0% 17.4% 1.8% 8.6% Wex $124.46 4,436 9,494 3.6x 3.6x 3.5x 8.1x 8.7x 8.3x 3.1% (1.0%) 5.0% 59.5% 41.7% 42.1% 6.2% NA Payoneer $7.21 2,855 2,359 2.4x 2.3x 2.0x 8.7x 9.0x 8.0x 17.6% 6.5% 11.2% 82.5% 25.0% 25.4% 2.1% 20.7% Paymentus $34.56 4,484 4,278 13.7x 11.8x 10.0x 45.4x 36.8x 29.3x 29.4% 16.6% 17.4% 86.2% 32.0% 34.2% 8.6% NA Blackline $47.27 3,133 3,188 4.9x 4.6x 4.2x 20.3x 17.3x 14.9x 10.7% 6.9% 8.8% 79.9% 26.4% 28.1% 4.3% NA Flywire $9.57 1,250 589 1.2x 1.1x 0.9x 7.6x 5.6x 4.2x 24.3% 15.7% 16.0% 64.5% 19.1% 21.8% 1.6% NA Min 1.2x 1.1x 0.9x 7.6x 5.6x 4.2x 3.1% (1.0%) 5.0% 59.5% 17.0% 17.4% 1.6% 1.7% Mean 6.8x 5.9x 5.1x 19.0x 16.2x 13.4x 17.7% 11.3% 14.2% 75.5% 35.3% 36.6% 4.9% 10.3% Median 4.9x 4.6x 4.2x 13.9x 12.8x 11.4x 17.6% 11.7% 15.2% 78.9% 32.0% 34.2% 4.6% 8.6% Max 18.2x 14.8x 11.9x 45.4x 36.8x 29.3x 29.4% 23.1% 24.5% 86.2% 53.4% 55.7% 10.3% 20.7% Reference Valuation Metric Selected Range Implied EV Implied Equity Value Implied Share Price 2025 Revenue (Risk Adj. Proj.) $462 3.0x - 6.0x $1,385 - $2,770 $1,702 - $3,087 $7.68 - $13.81 2026 Revenue (Risk Adj. Proj.) 508 2.5x - 5.0x 1,271 - 2,541 1,588 - 2,858 $7.16 - $12.81 2025 Adj. EBITDA (Risk Adj. Proj.) 91 13.0x - 18.0x 1,181 - 1,635 1,498 - 1,952 $6.76 - $8.80 2026 Adj. EBITDA (Risk Adj. Proj.) 122 11.0x - 15.0x 1,337 - 1,823 1,654 - 2,140 $7.46 - $9.63 (1) (2) 7

Selected Comparable Transactions Analysis Comparable Transactions Source(s): FactSet, Company Filings, Company Risk Adjusted Projections, Broker Research and other public information. 1. Virgil LTM and NTM as of Q1’25, based on Company Risk Adjusted Projections and Company Filings, includes Management estimated Public Company Costs. Enterprise Value Multiple Announced Enterprise NTM Adj. EBITDA Margin Revenue Premiums Date Acquiror Target Value Rev. Growth LTM NTM LTM NTM 1-Day 52-Wk High 01/07/2025 Paychex Paycor $4,106 10% 35% 33% 5.9x 5.3x 21% 5% 09/18/2024 Bridgepoint / General Atlantic Esker $1,748 15% 17% 19% 8.3x 7.2x 30% 28% 05/08/2024 Corpay Paymerang $475 20% NA NA 9.6x 8.0x NA NA 10/23/2023 Vista Equity Partners EngageSmart $3,646 21% 19% 19% 10.0x 8.2x 23% 3% 12/12/2022 Thoma Bravo Coupa $8,122 17% 15% 23% 9.9x 8.5x 77% (60%) 09/28/2022 EQT Billtrust $1,477 27% (12%) (3%) 9.6x 7.5x 65% (13%) 08/08/2022 Vista Equity Partners Avalara $8,401 22% 3% 2% 10.6x 8.7x 27% (51%) 12/17/2021 Thoma Bravo Bottomline $2,633 11% 20% 20% 5.3x 4.8x 42% 5% 07/19/2021 Bill.com Invoice2go $625 25% NA NA 20.6x 16.4x NA NA 11/08/2018 Edenred Corporate Spending Innovations $600 21% 60% 60% 14.0x 11.5x NA NA Virgil (Risk Adj. Proj.) 7% 19% 21% - - - - Median 20% 18% 20% 9.8x 8.1x 30% 3% Mean 19% 20% 22% 10.4x 8.6x 41% (12%) Median (Growth <20%) 13% 18% 22% 7.1x 6.3x 36% 5% Mean (Growth <20%) 13% 22% 24% 7.3x 6.4x 43% (5%) Reference Valuation Metric Selected Range Implied EV Implied Equity Value Implied Share Price LTM Q1'25 Revenue $441 5.0x - 7.5x $2,206 - $3,310 $2,523 - $3,627 $11.33 - $16.17 NTM Q1'25 Revenue 473 4.0x - 6.5x 1,893 - 3,077 2,210 - 3,394 $9.95 - $15.15 (1) 8

Discounted Cash Flow Analysis Company Risk Adjusted Projections Terminal EV / LTM EBITDA Multiple Terminal EV / LTM EBITDA Multiple $10.27 10.0x 11.0x 12.0x 13.0x 14.0x 15.0x 16.0x 13.5% $8.65 $9.32 $9.98 $10.64 $11.30 $11.96 $12.61 14.0% $8.51 $9.16 $9.81 $10.45 $11.10 $11.74 $12.39 14.5% $8.37 $9.00 $9.64 $10.27 $10.90 $11.54 $12.17 15.0% $8.23 $8.85 $9.47 $10.10 $10.72 $11.34 $11.95 15.5% $8.09 $8.70 $9.31 $9.92 $10.53 $11.14 $11.75 WACC PV of NOLs Share Price 13.5% $0.27 14.0% $0.26 14.5% $0.26 15.0% $0.25 15.5% $0.25 WACC Terminal EV / LTM EBITDA Multiple #REF! 10.0x 11.0x 12.0x 13.0x 14.0x 15.0x 16.0x 13.5% $8.92 $9.58 $10.24 $10.90 $11.56 $12.22 $12.88 14.0% $8.77 $9.42 $10.07 $10.71 $11.36 $12.00 $12.65 14.5% $8.62 $9.26 $9.89 $10.53 $11.16 $11.79 $12.42 15.0% $8.48 $9.10 $9.72 $10.35 $10.97 $11.59 $12.21 15.5% $8.34 $8.95 $9.56 $10.17 $10.78 $11.38 $11.99 WACC DCF Value per Share DCF NOL Value per DCF Value per Share Incl. NOL Impact Share 9

Virgil Valuation Summary DCF Analysis: „H 13.5% - 15.5% WACC „H 10.0x - 16.0x Terminal EV / LTM Adj. EBITDA Multiple Premiums Company Trading Precedent Transactions Comparable Companies Source(s): Company Risk Adjusted Projections, Company Data, Factset, Bloomberg and Broker Research. Market data as of 05/02/2025. based on Company Management information. Analyst Price Targets Illustrative LBO Analysis: „H Company Risk Adjusted Projections Pro Forma Acquisitions assumes two illustrative acquisitions in 2026E and 2028E, each with $20mm Adj. EBITDA for $240mm (12.0x EV / Adj. EBITDA multiple) „H 10.0x - 16.0x Adj. EBITDA Exit Multiple „H 20% - 25% Target IRR „H 7.5x (LTM Adj. EBITDA) leverage representing $635mm of debt DCF Illustrative LBO : Individual Analyst Price Targets Current Price (5/2/25): $8.33 Unaffected Close (3/12/25): $6.89 10 Offer Price $10.00 Comparable Companies Analysis: „H 3.0x ¡V 6.0x Company Risk Adjusted Projections 2025E Revenue of $462mm „H 2.5x ¡V 5.0x Company Risk Adjusted Projections 2026E Revenue of $508mm „H 13.0x ¡V 18.0x Company Risk Adjusted Projections 2025E Adj. EBITDA of $91mm „H 11.0x ¡V 15.0x Company Risk Adjusted Projections 2026E Adj. EBITDA of $122mm, incl. Public Company Costs Premiums: „H 1¡VDay unaffected premium of 25% ¡V 55% Precedent Transactions Analysis: „H 5.0x ¡V 7.5x Q1¡¦25 LTM Company Risk Adjusted Projections Revenue of $441mm „H 4.0x ¡V 6.5x Q1¡¦25 NTM Company Risk Adjusted Projections Revenue of $473mm Reference Only Valuation Methodology Virgil Valuation Summary DCF Analysis: „H 13.5% - 15.5% WACC „H 10.0x - 16.0x Terminal EV / LTM Adj. EBITDA Multiple

Appendix

in millions) Calendar Year Ended December 31 2024A Q1 25E Q2-Q4 25E 2026E 2027E 2028E 2029E Terminal Year '24-'29 CAGR Revenue $439 $108 $354 $508 $556 $631 $707 $707 10% % Growth 15% 2% 6% 10% 9% 14% 12% 12% Adj. EBITDA w/o PubCo Costs (Unburdened w/ SBC) $85 $18 $73 $128 $163 $221 $278 $278 % Margin 19% 16% 21% 25% 29% 35% 39% 39% Less: Public Company Costs - - - (6) (6) (6) (6) (6) Adj. EBITDA Incl. PubCo Costs (Unburdened w/ SBC) $85 $18 $73 $122 $157 $215 $272 $272 26% % Margin 19% 16% 21% 24% 28% 34% 38% 38% Less: Depreciation (2) (3) (2) (2) (2) (2) Less: Amortization (26) (32) (28) (25) (27) (20) Less: Adj. to GAAP Amort.(1) (31) (44) (39) (22) 2 - Less: Stock-based Compensation (51) (79) (89) (74) (72) (72) Less: Non-Recurring Items (cash impact) (3) (3) (4) (4) (5) - Non-GAAP EBIT ($39) ($39) ($5) $87 $169 $179 Less: Taxes(2) - - - (23) (44) (46) NOPAT ($39) ($39) ($5) $64 $125 $132 Plus: Depreciation 2 3 2 2 2 2 Plus: Amortization 26 32 28 25 27 20 Plus: Adj. to GAAP Amort.(1) 31 44 39 22 (2) - Less: Capital Expenditures (16) (20) (20) (21) (22) (22) Less: Change in NWC 10 (2) (5) (10) (6) (6) Less: Other Cash Items(3) (18) (15) (18) (21) (28) (28) Unlevered Free Cash Flow (uFCF) ($4) $3 $21 $62 $97 $98 % Margin (1%) 1% 4% 10% 14% 14% Terminal EV / LTM Adj. EBITDA Multiple $1,967 10.0x 11.0x 12.0x 13.0x 14.0x 15.0x 16.0x 13.5% $1,602 $1,751 $1,900 $2,049 $2,199 $2,348 $2,497 14.5% $1,538 $1,681 $1,824 $1,967 $2,110 $2,253 $2,396 15.5% $1,477 $1,614 $1,751 $1,888 $2,025 $2,163 $2,300 WACC Discounted Cash Flow Analysis Company Risk Adjusted Projections, Excluding NOLs Implied EV Calculation Implied EV Calculation – Terminal LTM Adj. EBITDA Multiple Implied Share Price Sensitivity Analysis Source(s): Company Management, Company filings, Company Risk Adjusted Projections. Note: Debt, debt-like items, cash and cash equivalents as of Q1 CY25 Company Risk Adjusted Projections. Fully diluted shares outstanding based on ~206.4mm common shares, ~14.6mm RSUs and ~7.2mm stock options outstanding, per Company Management information. Valuation date of 03/31/2025. Assumes mid-year discounting except for terminal value which is discounted using end-of-period discounting methodology. 1. Includes adjustment for amortization for Goodwill, Intangible Assets and Capitalized Section 174 Costs. 2. Assumes 25.9% tax rate per Company Management. 3. Other cash items includes cash impact of Provision For Doubtful Accounts and Supplier Advances. Terminal Adj. EBITDA $272 Terminal Adj. EBITDA Multiple 13.0x Terminal Value $3,537 PV of Unlevered FCF $108 5% PV of Terminal Value 1,859 95% Enterprise Value $1,967 100% Less: Net Debt 317 Equity Value $2,284 FDSO 222.3 Implied Share Price $10.27 Enterprise Value Sensitivity Analysis Discounted Cash Flow Terminal EV / LTM Adj. EBITDA Multiple 1027.2% 10.0x 11.0x 12.0x 13.0x 14.0x 15.0x 16.0x 13.5% $8.65 $9.32 $9.98 $10.64 $11.30 $11.96 $12.61 14.5% $8.37 $9.00 $9.64 $10.27 $10.90 $11.54 $12.17 15.5% $8.09 $8.70 $9.31 $9.92 $10.53 $11.14 $11.75 WACC 11

Share Price 13.5% $0.27 14.0% $0.26 14.5% $0.26 15.0% $0.25 15.5% $0.25 WACC Virgil NOL Valuation Company Risk Adjusted Projections EV 13.5% $59 14.0% $58 14.5% $57 15.0% $56 15.5% $55 WACC Source(s): Company Management. • Cash flows discounted to 03/31/2025 • Discounted at Company’s WACC rate • Assumes remaining $200mm 2029 NOL Balance used up fully in 2030 • Assumed 80% EBIT usage limitation • Assumed 25.9% tax rate ($ in millions) Q2-Q4 25E 2026E 2027E 2028E 2029E Extrapolated 2030 Non-GAAP EBIT (Burdened w/ SBC) ($39) ($39) ($5) $87 $169 Less: NOLs used - - - (70) (135) (200) Taxable Income (post-NOLs) ($39) ($39) ($5) $17 $34 Marginal Tax Rate 26% 26% 26% 26% 26% 26% Cash Tax Expenses (Post-NOLs) - - - ($5) ($9) Plus: Pre-NOL Tax Expense - - - 23 44 Cash Savings from NOLs - - - $18 $35 $52 Memo: Beginning NOL Balance 322 361 400 405 335 200 Less: NOLs Used / (Additions) 39 39 5 (70) (135) (200) Ending NOL Balance $361 $400 $405 $335 $200 $0 Allowable Usage 80% 80% 80% 80% 80% 80% Assumptions Present Value of NOLs EV and Share Price Impact Sensitivities 12

($ in millions) Sources $ % New Debt 635 28.1% Excess Cash on B/S 239 10.6% Sponsor Equity 1,386 61.3% Total Sources: $2,260 100.0% Uses $ % Purchase Common Equity & Options $1,962 86.8% RSUs / PSUs / Others 139 6.1% Repay Existing Debt 72 3.2% Illustrative Total Fees(2) 87 3.8% Total Uses: $2,260 100.0% ($ in millions) 3/31/25 3/31/25 SQ Adj. PF Total Cash(1) $389 ($239) $150 Existing Debt(1) $72 (72) - New Debt - 635 635 Total Debt $72 $635 Net Debt (317) 485 Key Stats: Q1 2025E LTM Revenue $441 $441 Q1 2025E LTM Adj. EBITDA $85 $85 Total Debt / Adj. EBITDA 0.9x 7.5x Net Debt / Adj. EBITDA (3.7x) 5.7x Illustrative Leveraged Buyout Return Analysis Company Risk Adjusted Projections Source(s): Market data as of 05/02/2025. Company Filings, Company Risk Adjusted Projections. Capitalization based on Company Management information. Debt pricing reflects “normalized” market conditions.1. Existing debt, debt-like items, cash and cash equivalents as of Q1 CY25 per Company Risk Adjusted Projections. 2. Illustrative Total Fees include $60mm in Transaction Fees and $27mm in Financing Fees. Target IRR $9.5 20.0% 21.3% 22.5% 23.8% 25.0% 10.0x $8.48 $8.25 $8.04 $7.83 $7.64 11.5x $9.27 $9.00 $8.75 $8.51 $8.29 13.0x $10.05 $9.75 $9.46 $9.19 $8.94 14.5x $10.83 $10.49 $10.17 $9.87 $9.58 16.0x $11.61 $11.23 $10.88 $10.54 $10.22 Adj. EBITDA Exit Multiple Sources & Uses • Assumes valuation date of 03/31/2025 • Based on Company Risk Adjusted Projections through 2029E • Acquisition for $9.46 / share, a ~14% premium to the current share price • 21.1x implied Q1 2025E LTM Adj. EBITDA Multiple on $85mm Adj. EBITDA, assuming target Sponsor return of 22.5% • Illustrative financing with: • 7.5x Q1 2025E LTM Adj. EBITDA (based on Company Risk Adjusted Projections), consisting of new debt of $635mm (S+475, 98) • Balance sheet cash and equivalents of $239mm • $1,386mm of new equity • Assumes minimum cash of $50mm, interest on cash equal to 1.0% 13

5-Year Paydown Summary ($ in millions) Calendar Year '24A-'29E 2024A Q1 25E Q2-Q4 25E 2026E 2027E 2028E 2029E CAGR Revenue $439 $108 $354 $508 $556 $631 $707 10.0% % Growth 15% 2% 6% 10% 9% 14% 12% Adj. EBITDA (Unburdened w/ SBC)(1) $85 $18 $73 $128 $163 $221 $278 26.8% % Margin 19% 16% 21% 25% 29% 35% 39% Less: CapEx (16) (20) (20) (21) (22) Less: Change in NWC 10 (2) (5) (10) (6) Less: Stock-based Compensation Expenses(2) (26) (40) (45) (37) (36) Less: Net Cash Interest Expense (40) (47) (42) (38) (29) Less: Other Cash Items(3) (18) (15) (18) (21) (28) Less: Cash Taxes - - - (3) (27) Levered Free Cash Flow(4) ($17) $5 $33 $90 $130 Total Debt $635 $630 $546 $514 $423 $293 Cash Balance $150 $129 $50 $50 $50 $50 Leverage Statistics Total Debt / LTM Adj. EBITDA 7.5x 6.9x 4.3x 3.2x 1.9x 1.1x Net Debt / LTM Adj. EBITDA 5.7x 5.5x 3.9x 2.8x 1.7x 0.9x LTM Adj. EBITDA / Interest Expense 1.7x 2.7x 3.9x 5.8x 9.4x % of Total Debt Repaid 1% 14% 19% 33% 54% % of Cumulative Free Cash Flow / Net Debt (3%) (2%) 4% 23% 50% Source(s): Company Filings, Company Risk Adjusted Projections. 1. Excludes management estimated public company costs. 2. Assumes 50% reduction of stock-based compensation expenses post transaction. 3. Other cash items includes cash impact of Provision For Doubtful Accounts and Supplier Advances. 4. Levered cash flow does not include non-operating item related to stock donation. Illustrative Leveraged Buyout Paydown Company Risk Adjusted Projections 14

Illustrative Leveraged Buyout PF for Acquisitions Company Risk Adjusted Projections Source(s): Market data as of 05/02/2025. Company Filings and Company Risk Adjusted Projections. Capitalization based on Company Management Information. Debt pricing reflects “normalized” market conditions. 1. Existing debt, debt-like items, cash and cash equivalents as of Q1 CY25 per Company Risk Adjusted Projections. 2. Illustrative Total Fees include $60mm in Transaction Fees and $27mm in Financing Fees. Target IRR $10.4 20.0% 21.3% 22.5% 23.8% 25.0% 10.0x $9.07 $8.81 $8.57 $8.34 $8.12 11.5x $10.07 $9.77 $9.48 $9.21 $8.95 13.0x $11.07 $10.72 $10.39 $10.07 $9.78 14.5x $12.06 $11.66 $11.29 $10.93 $10.60 16.0x $13.05 $12.61 $ Key Assumptions Illustrative Leveraged Buyout PF for Acquisitions Company Risk Adjusted Projections Source(s): Market data as of 05/02/2025. Company Filings and Company Risk Adjusted Projections. Capitalization based on Company Management Information. Debt pricing reflects “normalized” market conditions. 1. Existing debt, debt-like items, cash and cash equivalents as of Q1 CY25 per Company Risk Adjusted Projections. 2. Illustrative Total Fees include $60mm in Transaction Fees and $27mm in Financing Fees. Target IRR $10.4 20.0% 21.3% 22.5% 23.8% 25.0% 10.0x $9.07 $8.81 $8.57 $8.34 $8.12 11.5x $10.07 $9.77 $9.48 $9.21 $8.95 13.0x $11.07 $10.72 $10.39 $10.07 $9.78 14.5x $12.06 $11.66 $11.29 $10.93 $10.60 16.0x $13.05 $12.61 $12.19 $11.79 $11.42 Adj. EBITDA Exit Multiple Sources & Uses • Assumes valuation date of 03/31/2025 • Based on Company Risk Adjusted Projections through 2029E • Illustrative acquisition for $10.39 / share, a ~25% premium to the current share price • 23.6x implied Q1 2025E LTM Adj. EBITDA Multiple on $85mm Adj. EBITDA, assuming target Sponsor return of 22.5% • Illustrative financing with: • 7.5x Q1 2025E LTM Adj. EBITDA (based on Company Risk Adjusted Projections), consisting of new debt of $635mm (S+475, 98) • Balance sheet cash and equivalents of $239mm • $1,594mm of new equity • Assumes minimum cash of $50mm, interest on cash equal to 1.0% • Assumes Acquisition #1 in 2026E for $240mm (12.0x on $20mm Adj. EBITDA) and Acquisition #2 in 2028E for $240mm (12.0x on $20mm Adj. EBITDA) • Assumes synergies of $3mm in the year following the acquisition and $5mm thereafter • Assumes Adj. EBITDA Margin expansion of 5% per annum • Assumes acquisitions financed with incremental debt ($ in millions) Sources $ % New Debt 635 25.7% Excess Cash on B/S 239 9.7% Sponsor Equity 1,594 64.6% Total Sources: $2,469 100.0% Uses $ % Purchase Common Equity & Options $2,157 87.4% RSUs / PSUs / Others 152 6.2% Repay Existing Debt 72 2.9% Illustrative Total Fees(2) 87 3.5% Total Uses: $2,469 100.0%

5-Year Paydown Summary ($ in millions) Calendar Year '24A-'29E 2024A Q1 25E Q2-Q4 25E 2026E 2027E 2028E 2029E CAGR Revenue $439 $108 $354 $588 $644 $808 $902 15.5% % Growth 15% 2% 6% 27% 9% 26% 12% Adj. EBITDA (Unburdened w/ SBC)(1) $85 $18 $73 $148 $192 $280 $355 33.2% % Margin 19% 16% 21% 25% 30% 35% 39% Less: CapEx (16) (23) (24) (27) (28) Less: Change in NWC 10 (2) (6) (12) (7) Less: Stock-based Compensation Expenses(2) (26) (46) (52) (49) (48) Less: Net Cash Interest Expense (40) (56) (62) (67) (68) Less: Other Cash Items(3) (18) (15) (18) (21) (28) Plus: Incremental Borrowings(4) - 240 - 240 - Less: Acquisition - (240) - (240) - Less: Cash Taxes - - (1) (5) (25) Levered Free Cash Flow(5) ($17) $6 $31 $98 $149 Total Debt $635 $630 $786 $755 $897 $747 Cash Balance $150 $129 $50 $50 $50 $50 Leverage Statistics Total Debt / LTM Adj. EBITDA 7.5x 6.9x 5.3x 3.9x 3.2x 2.1x Net Debt / LTM Adj. EBITDA 5.7x 5.5x 5.0x 3.7x 3.0x 2.0x LTM Adj. EBITDA / Interest Expense 1.7x 2.6x 3.1x 4.2x 5.2x % of Total Debt Repaid 1% 10% 14% 20% 33% % of Cumulative Free Cash Flow / Net Debt (3%) (1%) 3% 12% 28% Illustrative Leveraged Buyout PF Acquisitions Paydown Company Risk Adjusted Projections Source(s): Company Filings, Company Risk Adjusted Projections. 1. Excludes management estimated public company costs. 2. Assumes 50% reduction of stock-based compensation expenses post transaction. 3. Other cash items includes cash impact of Provision For Doubtful Accounts and Supplier Advances. 4. Incremental borrowings consist of unitranche lien, consistent with the initial re-levered debt split at the transaction date. 5. Levered cash flow does not include non-operating item related to stock donation. 16

Premiums Paid for Precedent Technology Transactions Source(s): FactSet, Company Filings, and Market Data since 2020 for US-based targets with Enterprise Value between $1.0-4.0bn, all-cash consideration and completed. VWAP Premium Target Acquiror Acquisition Price Announced 30 Days 90 Days 180 Days 52-Week High Paycor HCM, Inc. Paychex, Inc. $22.50 Jan-2025 21% 19% 38% 55% 5% Zuora GIC; Silver Lake $10.00 Oct-2024 18% 14% 15% 15% (15%) Model N Vista Equity Partners $30.00 Apr-2024 11% 22% 23% 10% (30%) Vizio Walmart $11.50 Feb-2024 47% 56% 72% 74% 12% Everbridge Thoma Bravo $35.00 Feb-2024 47% 54% 61% 49% (0%) EngageSmart Vista Equity Partners; General Atlantic $23.00 Oct-2023 23% 30% 28% 25% 3% NextGen Healthcare Thoma Bravo $23.95 Sep-2023 46% 45% 46% 38% 15% Avid Technology STG Partners $27.05 Aug-2023 32% 13% 0% 3% (19%) Momentive Global STG Partners $9.46 Mar-2023 46% 53% 22% (20%) (62%) Sumo Logic Francisco Partners $12.05 Feb-2023 57% 50% 56% 54% (5%) Duck Creek Technologies Vista Equity Partners $19.00 Jan-2023 46% 63% 63% 33% (35%) ForgeRock Thoma Bravo $23.25 Oct-2022 53% 44% 20% 26% (32%) Billtrust EQT Partners $9.50 Sep-2022 65% 43% 64% 56% (13%) Computer Services Centerbridge; Bridgeport Partners; CFT Capital $58.00 Aug-2022 53% 54% 47% 35% (3%) Ping Identity Thoma Bravo $28.50 Aug-2022 63% 54% 29% 29% (6%) Covetrus TPG; CD&R; Covetrus $21.00 May-2022 17% 35% 26% 18% (26%) Plantronics HP $40.00 Mar-2022 47% 47% 44% 40% (6%) Houghton Mifflin Veritas Capital $21.00 Feb-2022 36% 35% 38% 63% 21% Vocera Communications Stryker $79.25 Jan-2022 27% 28% 43% 65% 18% Bottomline Technologies Thoma Bravo $57.00 Dec-2021 42% 41% 43% 38% 5% QAD Thoma Bravo $87.50 Jun-2021 20% 21% 24% 34% 11% Sykes Enterprises Sitel Worldwide $54.00 Jun-2021 31% 29% 25% 34% 17% ORBCOMM GI DI Orion Acquisition $11.50 Apr-2021 52% 22% 35% 44% 2981% NIC Tyler Technologies $34.00 Feb-2021 14% 22% 35% 44% 14% Cubic Veritas Capital; Evergreen $75.00 Feb-2021 69% 64% 67% 63% 0% Glu Mobile Electronic Arts $12.50 Feb-2021 36% 36% 44% 44% 19% Pluralsight Vista Equity; Partners Group $22.50 Dec-2020 40% 34% 22% 35% 1% MTS Systems Amphenol $58.50 Dec-2020 52% 77% 125% 176% 12% Endurance International Group Clearlake Capital $9.50 Nov-2020 79% 65% 93% 142% 45% Virtusa Corp EQT $51.35 Sep-2020 27% 29% 55% 44% 3% Forescout Technologies Advent; Crosspoint Capital $29.00 Feb-2020 14% (4%) (13%) (20%) (37%) 1st Quartile 25% 25% 25% 27% (14%) Mean 40% 39% 42% 43% 93% Median 42% 36% 38% 38% 1% 3rd Quartile 52% 54% 55% 54% 13% 1-Day Unaffected Premium 17

Premiums Paid for Precedent Technology Transactions Source(s): FactSet, Company Filings, public information. Market data as of 05/02/2025. Transactions include all US-based Technology targets with Enterprise Value between $1.0-4.0bn taken private in all-cash and completed transactions since 2020. Premiums Premiums to 1-Day Unaffected Stock Price to 30-Day Unaffected VWAP 42% 38% 45% 42% 31% 21% 2020 2021 2022 2023 2024 2025 Mean Premiums to 1-Day Unaffected Price Since 2020 Mean: 40% 18

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