Asure Software, Inc.

Investment Highlights

• Company expects 81% to 85% year-over-year revenue growth for 2012 with a 75% gross margin
• Blue-chip clients, including GE, Microsoft, Dell, McDonald’s, etc.
• Products addressing multibillion-dollar market opportunity
• High fixed-cost business creates barrier to entry, and once costs are surpassed, substantial margin improvement
• 80% of revenues recurring as of September 30; goal of reaching 90%+
• Historical net operating loss estimated to reduce tax burden through 2027; based on DCF model, NPV of loss estimated to be $8 million+ asset

Financial Highlights

Overview
Asure Software, Inc. (“Asure” or the “Company”), headquartered in Austin, Texas, is a provider of workplace optimization software, a multibillion-dollar market. Its clients range from small and mid-sized businesses to large multinationals. Recurring payments from clients represent 80% of Asure’s revenue base as of September 30, 2012 .

As a high fixed-cost business, Asure maintains a barrier of entry over its competition and will see substantial margin improvement once this level is overcome. The Company has issued guidance of 81% to 85% revenue growth for fiscal 2012. Gross margin is expected to be 75%.

New management took over the Company in late 2009. Through the divestiture of non-performing business lines and other cost control measures, in combination with several strategic acquisitions, management has moved the Company from a substantial operating loss to profitability on an EBITDA basis. As of November 28, Asure traded at only 13.1x its estimated 2012 free cash flow per share, a substantial discount to its peer group average of 83.9x.