AvePoint Investment Thesis

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#1Ave Point Investor Presentation November 2020#2Disclaimer Disclaimers This presentation ("Presentation") is for informational purposes only. This Presentation shall not constitute an offer to sell, or the solicitation of an offer to buy, any securities, nor shall there be any sale of securities in any states or jurisdictions in which such offer, solicitation or sale would be unlawful. This Presentation has been prepared to assist interested parties in making their own evaluation with respect to a potential business combination between AvePoint, Inc. ("AvePoint") and Apex Technology Acquisition Corporation ("Apex") and the related transactions (the "Proposed Business Combination") and for no other purpose. Neither the Securities and Exchange Commission nor any securities commission of any other U.S. or non-U.S. jurisdiction has approved or disapproved of the Proposed Business Combination presented herein, or determined that this Presentation is truthful or complete. No representations or warranties, express or implied are given in, or in respect of, this Presentation. To the fullest extent permitted by law in no circumstances will Apex, AvePoint or any of their respective subsidiaries, stockholders, affiliates, representatives, directors, officers, employees, advisers, or agents by responsible or liable for a direct, indirect, or consequential loss or loss of profit arising from the use of this Presentation its contents, its omissions, reliance on the information contained within it, or on opinions communicated in relation thereto or otherwise arising in connection therewith. Industry and market data used in this Presentation have been obtained from third-party industry publications and sources as well as from research reports prepared for other purposes. Neither Apex nor AvePoint has independently verified the data obtained from these sources and cannot assure you of the data's accuracy or completeness. This data is subject to change. In addition, this Presentation does not purport to be all-inclusive or to contain all of the information that may be required to make a full analysis of AvePoint or the Proposed Business Combination. Viewers of this Presentation should each make their own evaluation of AvePoint and of the relevance and adequacy of the information and should make such other investigations as they deem necessary. References in this Presentation to our "partners" or "partnerships" with technology companies, governmental entities, universities or others do not denote that our relationship with any such party is in a legal partnership form, but rather is a generic reference to our contractual relationship with such party. Forward Looking Statements Certain statements included in this Presentation that are not historical facts are forward-looking statements for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally are accompanied by words such as "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect," "should," "would," "plan," "predict," "potential," "seem," "seek," "future," "outlook," and similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding estimates and forecasts of other financial and performance metrics and projections of market opportunity. These statements are based on various assumptions, whether or not identified in this Presentation, and on the current expectations of the respective management of AvePoint and Apex and are not predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to serve as, and must not be relied on by an investor as, a guarantee, an assurance, a prediction, or a definitive statement of fact or probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events and circumstances are beyond the control of AvePoint and Apex. These forward-looking statements are subject to a number of risks and uncertainties, including changes in domestic and foreign business, market, financial, political, and legal conditions; the inability of the parties to successfully or timely consummate the Proposed Business Combination, including the risk that any regulatory approvals are not obtained, are delayed or are subject to unanticipated conditions that could adversely affect the combined company or the expected benefits of the Proposed Business Combination or that the approval of the stockholders of Apex or AvePoint is not obtained; failure to realize the anticipated benefits of the Proposed Business Combination; risks relating to the uncertainty of the projected financial information with respect to AvePoint; risks related to the performance of AvePoint's business and the timing of expected business or revenue milestones; the effects of competition on AvePoint's business; the amount of redemption requests made by Apex's stockholders; the ability of Apex or AvePoint to issue equity or equity-linked securities or obtain debt financing in connection with the Proposed Business Combination or in the future, and those factors discussed in Apex's annual report on Form 10-K filed with the SEC on March 27, 2020 under the heading "Risk Factors," and other documents Apex has filed, or will file, with the SEC. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. There may be additional risks that neither Apex nor AvePoint presently know, or that Apex nor AvePoint currently believe are immaterial, that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-looking statements reflect Apex's and AvePoint's expectations, plans, or forecasts of future events and views as of the date of this Presentation. Apex and AvePoint anticipate that subsequent events and developments will cause Apex's and AvePoint's assessments to change. However, while Apex and AvePoint may elect to update these forward-looking statements at some point in the future, Apex and AvePoint specifically disclaim any obligation to do so. These forward-looking statements should not be relied upon as representing Apex's and AvePoint's assessments of any date subsequent to the date of his Presentation. Accordingly, undue reliance should not be placed upon the forward-looking statements. Use of Projections This Presentation contains projected financial information. Such projected financial information constitutes forward-looking information, and is for illustrative purposes only and should not be relied upon as necessarily being indicative of future results. The assumptions and estimates underling such financial forecast information are inherently uncertain and are subject to a wide variety of significant business, economic, competitive, and other risks and uncertainties. See "Forward-Looking Statements" above. Actual results may differ materially from the results contemplated by the financial forecast information contained in this Presentation, and the inclusion of such information in this Presentation should not be regarded as a representation by any person that the results reflected in such forecasts will be achieved. Use of Data The data contained herein is derived from various internal and external sources. No representation is made as to the reasonableness of the assumptions made within or the accuracy or completeness of any projections or modeling or any other information contained herein. Any data on past performance or modeling contained herein is not an indication as to future performance. Apex and AvePoint assume no obligation to update the information in this presentation. Use of Non-GAAP Financial Metrics and Other Key Financial Metrics This presentation includes certain non-GAAP financial measures (including on a forward-looking basis) such as EBIT and EBIT Margin. AvePoint defines EBIT as net income (loss), adjusted for interest expense, stock-based compensation, legal expenses, government grants, ASC 606 consulting fees, and other interest income, and income taxes. EBIT Margin is EBIT divided by total revenue. These non-GAAP measures are an addition, and not a substitute for or superior to measures of financial performance prepared in accordance with GAAP and should not be considered as an alternative to net income, operating income or any other performance measures derived in accordance with GAAP. Reconciliations of non-GAAP measures to their most directly comparable GAAP counterparts are included in the Appendix to this presentation. AvePoint believes that these non-GAAP measures of financial results (including on a forward-looking basis) provide useful supplemental information to investors about AvePoint. AvePoint's management uses forward looking non-GAAP measures to evaluate AvePoint's projected financial and operating performance. However, there are a number of limitations related to the use of these non-GAAP measures and their nearest GAAP equivalents. For example other companies may calculate non-GAAP measures differently, or may use other measures to calculate their financial performance, and therefore AvePoint's non-GAAP measures may not be directly comparable to similarly titled measures of other companies. In addition to the non-GAAP metrics described above, AvePoint management uses the key financial metric annual recurring revenue ("ARR"). ARR is calculated for a particular period as the sum of (1) for customers with a contract duration in excess of three months, the annual contract value as of the end of the period, which is equal to the fixed amount of annual fees for subscription, maintenance and distribution for which the customer has a minimum contractual commitment, and (2) for customers with a contract duration of three months or less, the currently monthly fees for subscription, maintenance and distribution multiplied by twelve. Participants in Solicitation Apex and AvePoint and their respective directors and executive officers, under SEC rules, may be deemed to be participants in the solicitation of proxies of Apex's shareholders in connection with the proposed business combination. Investors and security holders may obtain more detailed information regarding the names and interests in the proposed business combination of Apex's directors and officers in Apex's filings with the Securities and Exchange Commission (the "SEC"), including Apex's registration statement on Form S-1, which was originally filed with the SEC on August 15, 2019. To the extent that holdings of Apex's securities have changed from the amounts reported in Apex's registration statement on Form S-1, such changes have been or will be reflected on Statements of Change in Ownership on Form 4 filed with the SEC. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies to Apex's shareholders in connection with the proposed business combination is set forth in the proxy statement/prospectus on Form S-4 for the proposed business combination, which is expected to be filed by Apex with the SEC. Investors and security holders of Apex and AvePoint are urged to read the proxy statement/prospectus and other relevant documents that will be filed with the SEC carefully and in their entirety when they become available because they will contain important information about the proposed business combination. Investors and security holders will be able to obtain free copies of the proxy statement and other documents containing important information about Apex and AvePoint through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by Apex can be obtained free of charge by directing a written request to Apex at 533 Airport Blvd. Suite 400 Burlingame, CA 94010 or by emailing [email protected]. ▲ Ave Point 2#3Apex Technology Acquisition Corp. (NASDAQ: APXT) Executive Team and Board Goldman Sachs Apex Executive Team Jeff Epstein Co-CEO and CFO Operating Partner at Bessemer Venture Partners Bessemer Venture Partners • Advises over 100 portfolio companies; daily interactions with CEOs and CFOs • Served on 20 boards and advisory boards over the past 8 years • Professional career: ORACLE® CFO nielsen CFO DoubleClick CFO by Google KINGWORLD CFO THE FIRST BOSTO Investment Banking, M&A • Non-profit board experience: Chairman of the Audit and Compliance Committee of Kaiser Permanente • Public company board experience: Ticker: BOOKING HOLDINGSNASDAQ:BKNG Market Cap Market Cap Brad Koenig Co-CEO Professional career: Partner, 15+ years as the Global Head of Technology Investment Banking at Goldman Sachs Moved to Silicon Valley in 1987 to lead and grow the Technology practice Presence grew to multiple global locations under his tenure, including London, Tokyo, China, Hong Kong, Frankfurt Group revenue grew from $25mm to $1bn+ Headcount grew from <10 to 200+ Today, Technology group is the largest industry group within Goldman Sachs Team executed 200+ tech IPOs and 100+ M&A transactions Entrepreneur: Founder & CEO, FoodyDirect, 2011-2018 (sold to Goldbelly in 2018) Private company board & advisory experience: Theragenics Corporation, EveryAction Software, Hercules Capital and Oak Hill Capital Management Select clients advised: Microsoft ebay SYBASE YAHOO! Powersoft. TIBCO PeopleSoft cadence SAP twilio Ticker: NYSE:TWLO DOLL $1bn ~80x $80bn 2003 Increase 2019 $4bn 2017 ~12x Increase $48bn Current Symantec. The Power of Now" BusinessObjects VERITAS ORACLE Apex Board of Directors David Chao Director Peter Bell Director & Advisor ▲ AvePoint Donna Wells Director Ken Goldman Advisor 3#4AvePoint: Apex Technology Investment Thesis | LIL ▲ AvePoint Market leading SaaS company Highly capable, technical leadership team Powerful tailwinds for Microsoft Cloud Key leader in Microsoft Cloud data management High quality and diversified customer base Compelling financial results and business model Attractive valuation 4#5Summary Transaction Overview Transaction Description Transaction Structure AvePoint, Inc. ("AvePoint") and Apex Technology Acquisition Corp., "Apex" (NASDAQ: APXT) to combine to create a publicly listed company with a ~$2bn market capitalization (1) ■ Post-closing entity will be listed on NASDAQ under new ticker, AVPT, and maintain the AvePoint name The transaction is expected to close in the first quarter of 2021 Implied enterprise value of 9.0x 2021E revenue Existing AvePoint shareholders will be paid $257mm in cash consideration and issued 143.4mm shares in new AvePoint shares Transaction to be funded by a combination of approximately $352mm(2) Apex cash in trust and committed PIPE of $140 mm from institutional investors, led by Federated Kaufmann AvePoint is expected to have $252mm in cash on its balance sheet pro forma for the transaction Pro Forma Ownership 72% existing shareholders, 21% Apex public shareholders and founder shares and 7% PIPE investors Governance AvePoint co-founder and current CEO Tianyi ("TJ") Jiang will continue to serve as CEO AvePoint co-founder and current Executive Chairman Xunkai ("Kai") Gong will continue to serve as Executive Chairman ■ Jeff Epstein to join the Board of Directors and Brad Koenig to join as Board Observer ■ Expected Board of Directors: 7 members, of which majority are independents 1) Based on a $10.00 share price. 2) As of 30-Sep-2020. Note: Refer to transaction summary page for further detail. ▲ AvePoint 5#6Experienced and Proven AvePoint Management Team Tianyi ("TJ") Jiang Chief Executive Officer 23 Years Industry Experience Notable Experience LEHMAN BROTHERS Deutsche Bank CITADEL Techges Xunkai ("Kai") Gong Executive Chairman 35 Years Industry Experience Notable Experience Lucent Technologies Bell Labs innovations Johnson-Johnson Brian Brown General Counsel & Chief Operating Officer 22 Years Industry Experience Sophia Wu Chief Financial Officer 20 Years Industry Experience Notable Experience Notable Experience MCGUIREWOODS WR ATTORNEYS AT LAW Goldman Sachs Deloitte WOODS ROGERS Dana Simberkoff Chief Privacy, Information Technology Officer 22 Years Industry Experience Notable Experience Tapp interactionallacciation of privacy profon Hi Software Wei Chen Chief Technology Officer 22 Years Industry Experience Notable Experience verizon Mario Carvajal Chief Strategy officer 24 Years Industry Experience Notable Experience KPMG Andy Yong Chief Investment Officer 30 Years Industry Experience Notable Experience WPP NOMURA HSBC Merrill Lynch ✓ Ave Point 00 6#7D Company Overview 4:10 AM when meeting vepelor anal telling 16#8AvePoint is the Leading Data Management Solutions Provider for the Microsoft Cloud A Data Management Leader in Massive and Rapidly Growing Microsoft Cloud Marketplace TAM growth to ~$33bn by 2022¹ Large, Established Global Presence • Over 1,300 employees in 29 global offices Approximately 7mm cloud users / 16k accounts A Top Microsoft Strategic Cloud Partner . Microsoft success in cloud dependent partnership 5x Global Partner of the Year Winner Transformation, governance, and compliance Compelling Growth Vectors .. • $148mm Revenue² • R&D driving increased product line Expanding channel and distribution partnerships (SMB initiative) International expansion Selling more to existing customers though investment in sales and customer success 2020E Strong Financial Performance ~30% ARR Growth ~14% Fresh Capital to Invest in Growth EBIT Margin² Note: Figures as of 30-Sep-2020 unless otherwise noted. Annual recurring revenue includes subscription, maintenance, and distribution revenue. EBIT reflects Non-GAAP metric, see reconciliation in Appendix. ¹Refer to TAM slide in deck for detailed sources. ²Reflects annual metric. ▲ Ave Point 8#9All Organizations Need Help Managing Their Data gripp Julst Amount of data growing fast ✓ Ave Point Data Governance hard and getting harder How to protect and back up Who can access When to alert When to delete How to audit Failure Penalties large and getting larger Privacy Cybersecurity 6#10Digital Transformation Has Accelerated During the Pandemic, With Microsoft Cloud Gaining Significant Momentum "We have seen two years' worth of digital transformation in two months." Satya Nadella, (04/29/2020) C -59% Of workforce would prefer to work remotely1 SH Ret Q soft Teams m work infr Microsc Stop 37% Increase in cloud spending in Q1 20203 Croate the c plution-or bep 95.4% Projected growth in Desktop as a Service (2020)² Azure Microsoft Teams Microsoft 365 OneDrive Microsoft Dynamics 365 IaaS5 $48.4bn Cloud LTM Revenue4 Microsoft Market Share SaaS6 Productivity and Collaboration7 AWS - 47% Microsoft 13% - Microsoft 11% Salesforce 8% - Microsoft 28% ! - Slack - 17% Alibaba - 7% Oracle - 4% Atlassian 8% Total Market $49bn5 $184bn6 $3bn7 1) Gallup Poll, https://news.gallup.com/poll/306695/workers-discovering-affinity-remote-work.aspx, April 2020. 2) Gartner Press Release, https://www.gartner.com/en/newsroom/press-releases/2020-07-23-gartner-forecasts-worldwide-public-cloud-revenue-to-grow-6point3-percent-in-2020 (July-2020). 3) Price WaterhouseCoopers Research, https://www.pwc.com/us/en/industries/tmt/library/covid19-cloud-infrastructure.html, (2020). 4) Microsoft Public Filings, Intelligent Cloud LTM revenue as of Jun-2020. 5) Worldwide Public Cloud Infrastructure as a Service Market Shares 2019, IDC (July 2020). 6) Worldwide Software as a Service and Cloud Software Market Shares, 2019, IDC (July 2020). 7) Worldwide Team Collaboration Applications Market Shares 2019, IDC (August 2020). ▲ Ave Point 10#11We Bridge the Gap Between What Microsoft Cloud Offers and What the Enterprise Requires What Microsoft Cloud Offers Seamless Collaboration Better Decision Office Making Integration Office Tools ▲ AvePoint W X 0 Microsoft T Teams Leader in Digital Transformation What the Enterprise Requires Governance Transformation Compliance Cloud On-Premise Infrastructure Agnostic ▲ Ave Point Solves meaningful pain points to help organizations achieve their business goals on Microsoft 365 ✓ Ave Point 11#12AvePoint Solves Data Management Challenges at Any Stage in the Customer Cloud Journey Transformation Compliance Governance Customer Needs Content & Collaboration Security • Information Lifecycle Management • • Delegated Administration • Operational Governance/SaaS Mgmt Managed, Automated End-User Services • Asset Management • Cloud Migration and Consolidation . Internal/External Sharing Governance File Analysis and Discovery Data Retention Records Management Data Classification, Audit, Protection • A Ave Point Migration Platform A AvePoint DocAve Infrastructure A AvePoint AVA AvePoint Solutions AAE Point Cloud Management KavePoint Cloud Backup KavaPoint Cloud Governance AvePoint MyHub Productivity AvePoint Cloud Records AvePoint Compliance Guardian A Ave Point Policies & Insights For Microsoft 365 Easily Scalable, Cloud Delivered Model to Meet Complex Requirements Government Financial Services Pharma & Health High Technology Retail Education Communications ▲ AvePoint 12#13AvePoint Advantage ရွာ Microsoft Cloud Focus Data Protection * Ave Point Utilizes full benefits of Microsoft Cloud Limitations of Existing Solutions X Lack Microsoft expertise Protects and prioritizes data ✓ Challenged data protection Compliance Significant expertise in compliance management ☑ Do not adequately address compliance risk Collaboration Enhances collaboration × Do not enable enhanced collaboration ☑ Scalability Total Cost of Ownership Automation Enterprise scalability X Unable to serve all organizations High ROI for organization Automates tasks for response and delivery × Cost ineffective ☑ Minimal focus on simplifying operations ✓ Ave Point 113#14Large and Growing Addressable Market Digital Transformation TAM Security Compliance¹ Cloud Integration & Migration² $7.2bn $3.1bn DPaaS³ $4.8bn Additional Cloud MSFT Cloud Growth Current MSFT Cloud Size ~$5bn6 $1.8tn by 20224 ~$33bn by 20225 1 I I 1 I I I I 1 I 1 I I AvePoint Growth Outlook Microsoft 365 Users I 2020 Future 1 I I I I 250mm AvePoint Share of total AvePoint Users 3% 500mm 10% ~13% MSFT Cloud Penetration ~$1bn7 I 1 I I 7mm 50mm 148mm8 Revenue I 1 I 1) Worldwide Data Services for Hybrid Cloud Forecast 2018-2022, 2017 Market Forecast, IDC, (July2018). 2) Cloud Migration Market Size, Share, Trends Forecast (2018-2023), 2017 Market Forecast, Mordor Intelligence, (April 2018). 3) Worldwide Data Protection as a Service Forecast, 2018- 2022 Initial Market Sizing, 2017 Market Forecast, IDC, (July 2018). 4) Worldwide Digital Transformation (DX) Investment Trends in a COVID World, Post-COVID 19 Direct DX Investment, IDC (August 2020). 5) Sum of Security Compliance, Cloud Integration & Migration and Data Protection As a Service Markets projected in 2022. 6) Assuming 100% penetration of ~250 million Microsoft Cloud users. 7) Assuming 13% penetration of ~250 million Microsoft Cloud users. 8) AvePoint management estimates. 9) Microsoft FY20 Q3 earnings call. Microsoft has 258 million paid seats of Microsoft Office 365. https://www.microsoft.com/en-us/Investor/events/FY-2020/earnings-fy-2020-q3.aspx. ▲ Ave Point 14#15Representative Customers: Diversified Blue Chip Base MAS 3 worldpay Financial Services Gov't / Education High Technology charles SCHWAB cíti Deloitte DELTA DENTAL Communications NBC WPP Discovery Health DISNEY EJie ESPN Retail / Consumer BRIDGESTONE Your Journey, Our Passion CATERPILLARⓇ Sainsbury's Altria HERSHEY'S J.CREW Pharma & Health BOSTON astex™ pharmaceuticals MEDICAL EXCEPTIONAL CARE. WITHOUT EXCEPTION. Fidelity INVESTMENTRE H&R BLOCK Monetary Authority of Singapore IRS OF THE Australian Government Department of Health TRY OF DEVELOPMENT MSF and rai DEPART KAISER PERMANENTEⓇ Bank of America. HONDA Lilly 1789 MERCK MetLife US Treasury US Liberty Mutuál. of State STATE STREET. sanofi pasteur MSD itv MCI Kingston Communications NTT Communications RADIZON RADIO ONE I Telstra T▪▪Systems MATTEL OMRON P&G Sempra Energy Nestle NHS Pfizer Roche SANOFI Time Warner Cable PUBLICIS GROUPE verizon MORE CONTROL ERSS RISK POLO RALPH LAUREN ST. JUDE MEDICAL FIAT ROLEX KERING PORSCHE Texas Health Resources JPMorgan LLOYD'S PROGRESSIVE Morgan Lewis pwc Department Department Environment Canada NASA THE CITY OF GIC NYC .gov always open CALGARY Freddie Mac BARCLAYS CAPITAL Scottish Borders UBS COUNCIL skandia Bristol-Myers Squibb TRUIST HH TD Ameritrade USD AMGEN REPUBLIC POLYTECHNIC SCOTTISH POLICE SERVICES AUTHORITY United States Coast Guarc Homeland Security EDS an HP company HITACHI Inspire the Next FUJITSU hp PARSONS A LOCKHEED MARTIN SIEMENS ✓ Symantec TEXAS INSTRUMENTS UNISYS Raytheon Technologies ✓ Ave Point 15#16AvePoint Has Multiple Avenues for Growth Increase SMB Footprint Capture Entire Microsoft Cloud Customer Base M Expand Target Industry Focus Further International Expansion Sell More to Existing Customers Continue improving net retention ■Newly expanded Customer Success Group ■Substantial upside to current net retention rate of 106% Invest to grow to ARR organically Sales force efficiency ■ Additional JVs ■ M&A opportunities Dedicated SMB Team Microsoft Cloud is expanding rapidly AvePoint currently has ~3% of the pie with significant room to grow ■No meaningful competition in the space AvePoint already has a strong command in several verticals Room for additional purpose-built solutions AvePoint positioned to execute on all key growth areas globally ~100 Marketplaces and growing globally ~250 million¹ Microsoft Cloud users not deploying AvePoint 127 Person sales team with >70 being added 50PB+ Customer data managed across 12 Global Cloud Instances 1 Microsoft FY20 Q3 earnings call. Microsoft has 258 million paid seats of Microsoft Office 365. https://www.microsoft.com/en-us/Investor/events/FY-2020/earnings-fy-2020-q3.aspx. Note metrics as of October 2020 unless otherwise noted. * AvePoint 16 16#17D Financials 4:10 AM when meeting vepelor anal telling 16#18Highly Attractive Financial Profile Quarterly Core ARR¹ ($mm) $101 $95 $90 $85 $78 $75 2019 Q1 2019 Q2 2019 Q3 2019 Q4 2020 Q1 2020 Q2 % YoY ARR Growth 18% 19% 23% 25% 27% 29% Annual Revenue and Recurring Revenue² ($mm) $257 $220 CAGR '19A-'22E $193 $148 $157 $117 $115 38% $83 30% 2019A 2020E Recurring Revenue Source: AvePoint Management.. 1) Includes subscription and maintenance revenues. 2) Includes subscription, maintenance, and distribution channel revenues. ▲ AvePoint 2021E Revenue 2022E 18#19Summary Financial Profile (US$ in millions) YTD 2019 YTD 2020 2019A 2020E 2021E 2022E '19A - '22E Total Revenue $51 $66 $117 $148 $193 $257 30% % Growth 29% 26% 30% 33% Recurring Revenue¹ $36 $49 $83 $115 $157 $220 38% % Growth 34% 39% 36% 40% % of Revenue 71% 74% 71% 78% 81% 85% Gross Profit $36 $46 $81 $107 $139 $191 33% % Margin 70% 71% 69% 72% 72% 74% EBIT (Non-GAAP)² ($7) ($4) $21 $8 $17 % of Revenue (13%) 6% (3%) 14% 4% 7% Source: AvePoint Management. Note: YTD metrics as of June 30, 2019 and 2020. 1) Includes subscription, maintenance, and distribution channel revenues. 2) See appendix for GAAP to non-GAAP reconciliation. ▲ Ave Point 19 19#20Transaction Summary Overview • . • Fully distributed pro forma enterprise value of $1.7bn,¹ or 9.0x CY21E revenue of $193mm and 6.8x CY22E revenue of $257mm Existing AvePoint Shareholders are expected to own 72.0% of the company¹ PIPE Investors are expected to own 7.0% of the company¹ • Expected to close in Q1'21 Post-Transaction Ownership¹ Apex Founder & Private Placement Shares 3.3% Apex Public Shareholders 17.6% PIPE Investors 7.0% Existing AvePoint Shareholders 72.0% Enterprise Value ($mm) Sources and Uses ($mm) Enterprise Value Calculation Sources Shares Outstanding (mm)¹ 199.0 Apex Cash in Trust (x) Share Price $10.00 PIPE Proceeds Equity Value $1,990 Cash on Balance Sheet² (-) Net Cash (252) Equity Rollover Enterprise Value $1,738 Total Sources Transaction Multiples Enterprise Value / 2021E Revenue Enterprise Value / 2022E Revenue Cash to Balance Sheet Transaction Costs 4 Equity Rollover Total Uses $1,989 1) Represents ownership at close. Share count of 199.0mm composed of 1) 143.4mm shares held by existing AvePoint shareholders; 2) 35.0mm shares held by Apex public shareholders; 3) 14.0mm shares held by PIPE Investors; 4) 5.83mm of Apex Sponsor promote shares; and 5) 0.81mm of Apex private placement shares. 143.4mm shares held by existing AvePoint shareholders reflect 117.0mm Apex common stock and 33.3mm rolled vested and unvested options (with weighted average exercise price of approximately $2.10) to be issued at closing of the merger, calculated based on treasury stock method. Share count of 199.0mm excludes 1) 17.9mm Apex public and private warrants (with strike price of $11.50 and redeemable at $18.00/share); 2) 3mm seller earnout shares (composed of three equal tranches with target price of $12.50, $15.00 and $17.50); and 3) 2.92mm Apex Sponsor earnout shares (composed of a single tranche with target price $15.00). This assumes zero redemptions by Apex public and maximum cash consideration awarded to AvePoint common shareholders (up to cash amount available to common shareholders), outside of Named Executives, as specified in the Business Combination Agreement. 2) Existing cash on balance sheet as of November 20, 2020. 3) Reflects net cash amount of $257mm: $261mm of secondary proceeds to existing AvePoint shareholders less PIPE fees of $4mm. 4) Reflects preliminary estimates. ▲ Ave Point $352 140 64 1,434 $1,989 Uses Cash to AvePoint Shareholders 3 9.0x 6.8x $257 252 47 1,434 20#21Attractive Valuation Multiple vs. Peers 9.0x 6.8x 14.3x 2021 & 2022 Firm Value / Revenue 13.8x 11.8x 11.3x 11.1x 9.9x 22.9x 21.2x 19.9x 19.0x 18.1x 16.8x 16.2x 13.6x ▲ Ave Point alteryx dynatrace jamf Avalara Five9 RingCentral HubSpot 2020E-2022E Revenue CAGR 32% 22% 23% 20% 23% 18% 23% 23% 2020E EBIT Margin 14% 11% 27% 11% (2%) 14% 10% 7% Implied 2021E Growth Adj.¹ Revenue Multiple 0.28x 0.65x 0.60x 0.60x 0.98x 1.19x 0.86x 0.74x Growth Infrastructure Growth SaaS Source: AvePoint Management, Company filings, and FactSet median broker consensus estimates as of November 20, 2020. 1) Multiples are growth adjusted by CY2020E-CY2022E revenue CAGR. ▲ Ave Point 21#22AvePoint is in an Elite Class Total NYSE / NASDAQ Listed Software Companies 212 137 32 5 Relevant Companies ▲ ATLASSIAN ~$150mm+ mm+ 20E Revenue > 25% '19A-'20E Revenue Growth 10% '20E EBIT Margin RingCentral servicenow. + 1 Ave Point * zoominfo. zoom Video Communications Source: AvePoint Management and FactSet median broker consensus estimates as of October 19, 2020. * AvePoint 22 22#23D Appendix 4:10 AM when meeting vepelor anal telling 16#24Q3 2020 Flash Performance Update ($ in millions) ARR² Total Revenue EBIT (Non-GAAP)³ % EBIT (Non-GAAP) of Revenue Three Months Ended September 30 Q3 2019 $ 85.1 Q3 2020¹ $ 106.8 $ 108.3 $ 30.1 $ 38.0 - $39.8 $(0.7) $ 7.5 - $ 8.6 (2.3) % 19.7 % 21.6 % ¹Preliminary estimates of unaudited selected financial information for the three months ended September 30, 2020, which may differ from actual results. You should not place undue reliance upon these preliminary financial results. Includes subscription and maintenance revenues. ³The Company is not readily able to provide a reconciliation of GAAP Operating Income to Non-GAAP EBIT; actual results may vary and those results may be material. GAAP to Non-GAAP reconciliation will be provided once results are finalized. Non-GAAP EBIT excludes stock-based compensation, severance costs, ISO certification costs, and professional IPO fees. ▲ Ave Point 24#25GAAP to Non-GAAP Reconciliation (US$ in millions) YTD 2019 YTD 2020 2019A 2020E 2021E 2022E GAAP Operating Income (Loss) ($8.7) $2.9 ($18.0) $18.7 $6.5 $15.5 % Margin (17%) 4% (15%) 13% 3% 6% (+) Stock-Based Compensation $1.3 $1.3 $13.9 $2.1 $1.5 $1.5 % of Revenue 3% 2% 12% 1% 1% 1% (+) Other Adjustments¹ % of Revenue EBIT (Non-GAAP) % of Revenue $0.6 ($0.2) $0.3 ($0.2) 1% (0%) 0% (0%) ($6.8) $4.0 ($3.8) $20.5 $8.0 $17.0 (13%) 6% (3%) 14% 4% 7% Source: AvePoint Management. 1) Includes legal expenses, government grants, ASC 606 consulting fees, and other. ▲ Ave Point 25

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