Absolute Software : Acquisition Announcement Presentation

Q3 F2021 Earnings Conference Call

Announces Acquisition of NetMotion

May 11, 2021

Disclaimers

Forward-Looking Statements

This presentation contains certain forward-looking statements and forward-looking information, as defined under applicable securities laws, including, without limitation, the U.S. Private Securities Litigation Reform Act of 1995 (collectively, "forward-looking statements") which relate to future events or Absolute's future business, operations, and financial performance and condition. Forward-looking statements normally contain words like "will", "intend", "anticipate", "could", "should", "may", "might", "expect", "estimate", "forecast", "plan", "potential", "project", "assume", "contemplate", "believe", "shall", "scheduled", and similar terms and, within this presentation, include, without limitation, the fiscal 2021 outlook/guidance and any statements (express or implied) respecting: future events and anticipated results of operations and business strategies; Absolute's future plans, strategies, and objectives, including plans, strategies, and objectives arising out of the COVID-19pandemic; the impacts of the COVID-19pandemic on Absolute's business, operations, prospects, and financial results; projected revenues, expenses, margins, and profitability; future trends, opportunities, challenges, and growth in Absolute's industry; Absolute's ability to grow revenue by selling to new customers and increasing subscriptions with existing customers; Absolute's ability to renew customers' subscriptions; Absolute's ability to maintain and enhance its competitive advantages within its industry and in certain markets; the anticipated operational and financial benefits of the NetMotion transaction to Absolute; the competitive advantages expected to accrue to Absolute as a result of the NetMotion transaction; the proposed product offerings of the combined company and the nature and benefits of such proposed product offerings; the anticipated impact of the NetMotion transaction on the combined company's business and future financial profile and financial and operating results; forecasts of the combined company's ARR, revenue and adjusted EBITDA; Absolute's plans to reduce its net-debt to adjusted EBITDA ratio after the NetMotion transaction; Absolute's plans with respect to its dividend policy; the expected amount and timing of synergies from the NetMotion transaction; the satisfaction of all conditions to closing to the NetMotion transaction, including the receipt of regulatory approvals and financing for the transaction; the anticipated closing date for the NetMotion transaction; and other aspects of Absolute's operations or operating results. Forward-looking statements are not guarantees of future performance, actions, or developments and are based on expectations, assumptions and other factors that management currently believes are relevant, reasonable, and appropriate in the circumstances. The material expectations, assumptions, and other factors used in developing the forward-looking statements set out herein include or relate to the following, without limitation: assumptions regarding Absolute's business, products, financial position, and industry; that Absolute and NetMotion will be able to retain and hire key personnel and maintain relationships with key customers, partners, and others with whom Absolute or NetMotion do business; the NetMotion transaction will not disrupt current plans and operations; there will be no legal proceedings related to the NetMotion transaction; the parties will be able to consummate the NetMotion transaction on a timely basis; the conditions precedent to consummation of the NetMotion transaction, including regulatory approvals, will be satisfied in a timely manner; Absolute will be able to successfully integrate NetMotion's operations and realize the expected benefits to Absolute from the transaction; the combined company's financial profile will align with Absolute's forecasts; Absolute will be able to successfully reduce its net debt to adjusted EBITDA ratio in the future; Absolute will be able to implement its plans, forecasts, and other expectations with respect to Absolute's business after the completion of the NetMotion transaction and realize expected synergies; and there will be no significant business disruption prior to or following the completion of the NetMotion transaction. Although management believes that the forward-looking statements herein are reasonable, actual results could be substantially different due to the risks and uncertainties associated with and inherent to Absolute's business (as more particularly described in the "Risk and Uncertainties" section of Absolute's latest Management's Discussion and Analysis, which is available at www.absolute.com and under Absolute's SEDAR profile at www.sedar.com and on EDGAR at www.sec.gov), including the following particular risks: that the effect of the announcement and/or completion of the NetMotion transaction will impair the ability of Absolute or NetMotion to retain and hire key personnel and maintain relationships with key customers, partners, and others with whom Absolute or NetMotion do business, and will otherwise harm Absolute's or NetMotion's operating results and business generally; that the NetMotion transaction disrupts current plans and operations; that any legal proceedings related to the NetMotion transaction result in adverse consequences to Absolute; that the parties will be unable to consummate the NetMotion transaction on a timely basis or at all; the that the parties will not be able to satisfy the conditions precedent to consummation of the NetMotion transaction, including the ability to secure regulatory approvals and financing on the terms expected, in a timely manner, or at all; that Absolute may not be able to successfully integrate NetMotion's operations; that Absolute may be unable implement its plans, forecasts, and other expectations with respect to Absolute's business after the completion of the NetMotion transaction as anticipated, or at all, to realize the expected synergies from the transaction; that the combined company will not have the projected financial profile and will not experience the financial benefits expected to result from the transaction; that Absolute will be unable to reduce its net debt to adjusted EBITDA ratio in the manner expected, or at all, in the future; that Absolute may reduce or discontinue its periodic dividend payments in the future; and that the announcement and/or completion of the NetMotion transaction will disrupt the business of Absolute. Additional material risks and uncertainties applicable to the forward-looking statements herein include, without limitation, unforeseen events, developments, or factors causing any of the aforesaid expectations, assumptions, and other factors ultimately being inaccurate or irrelevant. Many of these factors are beyond the control of Absolute. All forward-looking statements included in this presentation are expressly qualified in their entirety by these cautionary statements. The forward-looking statements contained in this press release are made as at the date hereof and Absolute undertakes no obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events, or otherwise, except as may be required by applicable securities laws.

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Disclaimers

Absolute's fiscal year ends on June 30 of each year. All dollar figures herein are stated in U.S. dollars unless otherwise indicated.

Non-IFRS/GAAP Measures

Management uses certain non-standard measures under International Financial Reporting Standards ("IFRS") and U.S. generally accepted accounting principles ("US GAAP") that it believes are meaningful in the assessment of Absolute's, NetMotion's and the proposed combined company's performance. Management believes that analyzing operating results exclusive of the significant non-cash items noted above provides a useful measure of

Absolute's performance. As the majority of our customer contracts are sold under prepaid multi-year term licenses, there is a significant lag between the timing of the invoice and the associated revenue recognition. As a result, we focus on the aggregate annual recurring revenue ("ARR") of our subscriptions under contract and generating revenue as an indicator of our future recurring revenues. "Total ARR" measures the amount of annual

recurring revenue we will receive from our commercial customers under contract at a point in time, and therefore is an indicator of our future revenue streams. The term "Adjusted EBITDA" refers to earnings before deducting interest income or expense, income taxes, amortization of intangible assets and property and equipment, foreign exchange gains or losses, share-based compensation, reorganization charges, and post-retirement benefits. Please refer to the appendix to this presentation for a reconciliation of Adjusted EBITDA to IFRS net income after taxes. Please also refer to the section entitled "Non-IFRS Measures and Key Metrics" of Absolute's latest MD&A.

ARR, Total ARR, and Adjusted EBITDA are key operating metrics that do not have standardized meanings prescribed by IFRS or US GAAP, as applicable, and may not necessarily be comparable to similar measures provided by other companies.

Pro Forma Metrics

This presentation includes certain pro forma performance measures, such as ARR and Adjusted EBITDA, which reflect the performance of NetMotion. Because Absolute may not calculate such historical measures in the same

way as NetMotion, we have applied certain assumptions to such pro forma measures, and the future results of the proposed combined company may not be a comparable result. The pro forma financial data in this presentation has not been audited or reviewed by any independent auditor, is preliminary in nature, and remains subject to change. Additionally, the pro forma financial data in this presentation has not been prepared in

accordance with the rules and regulations of the U.S. Securities and Exchange Commission, including Regulation S-X promulgated by the U.S. Securities and Exchange Commission, or applicable laws in the United States. Further, NetMotion's results have been prepared according to U.S. GAAP and Absolute's results are prepared according to IFRS. As a result, the pro forma financial data herein reflects certain assumptions that may affect the comparability of such data to NetMotion's standalone financial statements. As such, the pro forma financial data is used for illustrative purposes only, and is not a forecast, and may not reflect the actual results of

the proposed combined company following completion of the NetMotion transaction, if completed. Forward looking estimates and statements are subject to any potential closing adjustments for the transaction and do not include any adjustments for US GAAP to IFRS or for any purchase accounting adjustments associated with the transaction.

Industry Data

Information contained in this presentation concerning the industry and the markets in which Absolute and/or NetMotion operate, including Absolute's perceived trends, market position, market opportunity, market share, and

competitive advantages within the markets in which it operates, is based on information from independent industry analysts and third-party sources (including industry publications, surveys, and forecasts), Absolute's internal research, and management estimates. Management estimates are derived from publicly available information released by independent industry analysts and other third-party sources, as well as data from Absolute's internal

research, and are based on assumptions made by Absolute based on such data and its knowledge of its industry and markets, which management believes to be reasonable. Absolute's internal research has not been verified by any independent source and Absolute has not independently verified any third-party information. While Absolute believes the market opportunity and market share information included in this presentation is generally reliable, such information is inherently imprecise. As of the date of this presentation, the full and long-term impacts of the COVID-19 pandemic continue to unfold. It is not possible for Absolute to reliably estimate the length and severity

of these impacts and, as a result, many of our estimates and assumptions contained herein required increased judgment and carry a higher degree of variability and volatility. As events continue to evolve and additional information becomes available, our estimates may change materially in future periods.

©2021 Absolute Software Corporation. Confidential and proprietary. All rights reserved. ABSOLUTE, ABSOLUTE SOFTWARE, the ABSOLUTE logo, PERSISTENCE, APPLICATION PERSISTENCE, ABSOLUTE RESILIENCE, ENDPOINT RESILIENCE, and SELF-HEALING ENDPOINT are trademarks of Absolute Software Corporation. Other names or logos mentioned herein may be the trademarks of Absolute or their respective owners. The absence of the symbols ™ and ® in proximity to each trademark, or at all, herein is not a disclaimer of ownership of the related trademark.

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Absolute Q3 Fiscal 2021 | Highlights Overview

• Delivered record revenue, ARR, and adjusted EBITDA for 3rd consecutive quarter
• Endpoint Resilience becoming a critical capability for new work paradigm
• Delivering security, agility, and resiliency for the long term
• Entering NetMotion transaction from a position of strength and momentum

Record Revenue

Record ARR

Record Adj. EBITDA

$30.7m

$120.4m

$7.7m

+18%

Growth (YoY)

+19%

Growth (YoY)

25%

Margin

NOTE: ARR and Adjusted EBITDA are non-IFRS measures. Please refer to the "Non-IFRS Measures" statement above and the appendix to this presentation for a reconciliation of	/ 4
Adjusted EBITDA to IFRS net income after taxes.

Absolute Q3 Fiscal 2021 | Business Highlights

Strong channel partner momentum

• 20% increase in Elite/Premier partner level sign-ups
• 75% increase in partners certified via training
• 13% increase in deals registered through partner portal

Delivered platform enhancements

• Enabled IT and Security administrators to develop custom rules and be alerted to device or user-related events
• Web Usage analytics momentum - 152% increase in Q3

Extended persistent, self-healing connection	Achieved industry recognitions
•	Fortinet® FortiClient (VPN function)	•	CRN's 2021 Partner Program Guide
•	Lenovo® Device Intelligence	•	The Globe and Mail's 2021 "Women Lead Here" list

• Netskope® Cloud Access Security Broker (CASB) and Next-Gen Secure Web Gateway (NG-SWG)
• Palo Alto Networks® GlobalProtect™ security platform

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