Transforming GuestLogix: Acquisition of OpenJaw Technologies Limited

December 2014 A preliminary short form prospectus containing important information relating to the securities described in this document has not been filed with the securities regulatory authorities in each of the provinces of Canada. A copy of the preliminary short form prospectus, and any amendment, is required to be delivered to any investor that received this document and expressed an interest in acquiring securities. There will not be any sale or any sale or any acceptance of an offer to buy the securities until a receipt for the final short prospectus has been issued. This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the preliminary short form prospectus, and any amendment, for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

Disclaimer No Investment Advice This investor presentation is not intended to form the basis of any investment decision. It does not constitute an offer or invitation for the sale or purchase of any securities, businesses and/or assets or any recommendation or commitment by GuestLogix Inc. (“GuestLogix” or the “Corporation”) or any other person and neither this investor presentation, nor its contents nor any other written or oral information made available in connection with the offering shall form the basis of any contract. This investor presentation has been prepared without reference to your particular investment objectives, financial situation, taxation position and particular needs. If you are in any doubt in relation to these matters, you should consult your financial or other advisers. No Reliance This investor presentation does not purport to be comprehensive or to contain all the information that a recipient may need in order to evaluate the offering. No representation or warranty, express or implied, is given and, so far as is permitted by law, and no responsibility or liability is accepted by any person with respect to the accuracy or completeness of the investor presentation or its contents or any oral or written communication in connection with the offering. In particular, but without limitation, no representation or warranty is given as to the achievement or reasonableness of, and no reliance should be placed on, any projections, targets, estimates or forecasts contained in this investor presentation. In giving this investor presentation, GuestLogix does not undertake any obligation to provide any additional information or to update this investor presentation or any additional information or to correct any inaccuracies which may become apparent. Forward-Looking Statements This investor presentation includes certain forward-looking statements that are based upon current expectations, which involve risks and uncertainties associated with GuestLogix' business and the environment in which the business operates. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking, including those identified by the expressions "anticipate", "believe", "plan", "estimate", "expect", "intend", “accelarates’, “enhances”, “potential for upside and shareholder returns”, “significant potential for operating and revenue synergies”, “accelerating growth” and similar expressions to the extent they relate to the Corporation or its management. Forward-looking statements include statements, without limitation, related to: the use of proceeds of the financing with respect to the Transaction, OpenJaw’s expected financial performance, OpenJaw’s business model and GuestLogix’s business model post-Transaction, the expected closing date of the Transaction and the anticipated benefits of the Transaction. The forward-looking statements are not historical facts, but reflect GuestLogix' current expectations regarding future results or events including expectations and assumptions concerning availability of capital resources, strength of market conditions, customer demand, satisfaction of all closing conditions of the Transaction and the benefits of the Transaction for GuestLogix from a margin and accretion perspective (each of which may be impacted by the realization and timing of any potential synergies and the operating performance of OpenJaw and GuestLogix). Since forward-looking statements address future events and conditions, by its very nature it involves inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, risks related to: possible failure to realize the anticipated benefits of the Transaction, the integration of OpenJaw’s business, the possible failure to achieve the full amount of anticipated cost synergies, the failure to close the Transaction, increased indebtedness, transitional risk, potential undisclosed costs or liabilities associated with the Transaction, the fact that historical and pro forma combined financial information may not be representative of GuestLogix’s results post-Transaction, the absence of a financing condition in the share purchase agreement with OpenJaw, the reliance on information provided by OpenJaw and the dilutive effect on the holders of Common Shares. To the extent any forward-looking statements in this investor presentation constitutes future-oriented financial information or financial outlooks within the meaning of securities laws, such information is being provided to demonstrate the potential benefits of the financings and the Transaction and readers are cautioned that this information may not be appropriate for any other purpose. Futureoriented financial information and financial outlooks, as with forward-looking information generally, are, without limitation, based on the assumptions and subject to the risks set out above. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results or events to differ materially from current expectations. Readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date hereof. All subsequent oral or written forward-looking statements attributable to GuestLogix or any of its directors, officers or employees, or any persons acting on their behalf are expressly qualified in their entirety by the cautionary statement above. GuestLogix assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward-looking statements expect as required by applicable laws. Non-IFRS Financial Measures This investor presentation refers to financial measures that are not recognized under International Financial Reporting Standards (IFRS). While GuestLogix and OpenJaw and certain other issuers measure and evaluate the performance of their respective consolidated operations and business segments with reference to non-IFRS measures, non-IFRS measures do not have any standardized meaning under IFRS and therefore are unlikely to be comparable to similar measures presented by other issuers. GuestLogix believes these measures are useful supplemental information that may assist investors in assessing their investment in the Corporation’s securities. Adjusted EBITDA and EBITDA is a non-IFRS measures used in this press release. Please refer to the short form prospectus to be filed in all provinces of Canada other than Quebec for a reconciliation of non-IFRS measures.

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Table of Contents

Transforming GuestLogix: Acquisition of OpenJaw Technologies The Acquisition: A strategic step-change, accelerating growth

OpenJaw: An attractive and complementary platform

Transforming GuestLogix: Creating an ancillary revenue platform winner

Financial Outlook and Potential for Synergies: Creating potential for value upside and shareholder returns

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Why OpenJaw? n

OpenJaw is a leading travel distribution technology company providing a retailing platform for travel operators and online travel agents to provision and merchandise fares and ancillary offerings within the booking path

n

Acquisition of OpenJaw accelerates the delivery of GuestLogix’ strategy and growth profile, and dramatically improves its ability to provide ancillary products

Key Terms

Valuation

n

Enterprise value of US$41.2MM

n

Transaction financed with majority cash consideration

n

Management and shareholders of OpenJaw receiving approximately 20% of total consideration in GuestLogix’ shares

n

Purchase price at an attractive valuation relative to peer group

n

Transaction enterprise value implies multiple of ~1.8x EV/Revenue(1)

n

Creates substantial in-market synergies: − Complementary verticals with minimal customer overlap provides a significant cross-selling opportunity

Synergies

− Rationalization of shared functions, overlapping costs and third party support present attractive cost synergies

Timing

n

Transaction closing late December 2014

Closing the loop on a winning ancillary revenue platform (1) Annualized Q3’14 YTD revenue.

4

Transformational Transaction

Leading global provider of ancillary-focused technology

Highly Complementary

Highly Strategic

Financially Attractive

Leading provider of e-commerce solutions to the global online travel industry

n

Extends GuestLogix offering to off-board touch points in the passenger’s travel journey

n

Creates a comprehensive ancillary revenue platform capable of provisioning, merchandising, transacting and managing ancillary products and services across multiple access points

n

Accelerates transformation of GuestLogix into a software centric solutions provider focused on higher margin, recurring revenue

n

Improves product and service provisioning capabilities allowing for a single repository to manage and distribute both physical and virtual ancillaries

n

Enhances retail performance data and business intelligence

n

Enhances growth and recurring revenue profile

n

Transaction is accretive on a pro forma basis based on cash flow and EBITDA

n

Significant potential for operating and revenue synergies

A strategic step-change in growth and returns

5

Unlocking the Future of Airline Ancillary Revenue Importance of Ancillary Revenues

2014 $49.9BN “Amadeus research indicates that a further $53bn could be secured… by adopting an omni-channel strategy”

2020 $180BN

+$130BN Available

Airline Ancillary Revenue $ billions

$180

CAGR: 23.8%

“New innovation in travel can bring a further $77bn in the same time frame”

“$130bn in additional airline revenue annually by 2020”

Amadeus, October 2014

$36.1

$42.6

$49.9

2012A 2013A 2014E

2015P

2016P

2017P

2018P

2019P

2020P

Ancillary revenue market poised for significant growth Source:

“Amadeus unveils vision of dynamic, intelligent global travel ecosystem to unlock $130bn in revenues for airlines by delivering a richer experience for the traveler”, Amadeus, October 14, 2014. www.amadeus.com GuestLogix Management forecasts.

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About OpenJaw Company Snapshot n

Founded in 2002

n

180+ employees across five offices

n

Headquartered in Dublin, with regional offices in Galway, Madrid, Krakow and Hong Kong

n

International base of well-established global customers

n

More than 30 customers globally, with 80%+ of revenues from repeat customers Online Travel

For online travel advisors looking to become a onestop travel shop, the t-Retail Platform enables the retailing of any travel product in a seamless shopping experience under your brand

Global Footprint

Office

Airlines For airlines who wish to increase their revenues by selling more online, the t-Retail Platform provides an advanced and customisable booking engine with flight shopping capabilities

Loyalty For airlines and loyalty programs that are looking to provide a compelling redemption shop based on the broadest range of travel products

Customer

Hotel For hotels interested in growing revenue, the t-Retail Platform enables you to cross-sell with destination activities, car rental or even flights

Leading provider of e-commerce solutions via proprietary t-Retail Platform 7

Consistently Strong Financial Performance n

Strong recurring revenue −

n

Recurring revenue represents over 80% of total revenue

Revenue Non-recurring

−

$14.2

n

Profitable since founding

EBITDA(1)

Diversified and resilient model −

Diversified by geography and segment

Revenue by Geography

$4.3

16%

Americas

APAC 17%

14% North America

$3.4 $2.7

35%

Revenue by Industry

US$MM

Recurring

$22.8

$18.1

Robust free cash flow

EMEA 69%

30%

Hotels 13% Loyalty 16%

Airlines Airlines 50%

OTA 21%

84%

70%

2012A 2012A

65%

2013A 2013A

Annualized 2014E Q3’14 YTD

2012A 2012A

2013A

Annualized 2014E Q3’14 YTD

Annualized Q3’14 YTD revenue.

Software-based, highly recurring revenue (1) OpenJaw EBITDA adjusted to reflect estimated capitalization of R&D costs to match GuestLogix’ accounting policies. €1.2 MM ($1.5 MM) in 2012, €1.3 MM ($1.7 MM) in 2013 and €1.5 MM ($2.1 MM) annualized Q3’14 YTD.

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t-Retailing: A Blueprint for Success t-Retail Platform n

Enables construction and pricing of packages dynamically in real-time

n

Enables travel retailers to compete more efficiently and optimize price and inventory better

n

Proprietary algorithms

Business Rules and Connectivity

CRM and Loyalty

The 4 Principles of t-Retailing

§

Visually compelling

§

Dynamic display of products with prices, offers and calendars

User Experience

Operations

§

Leverage unique inventory, products and rates with a select number of direct contracts and key destinations

The right product to the right person at the right time

Convert

Differentiate

§

Inventory, Content, Data

Personalise

Inspire

§

Bring proven online retailing and merchandising strategies to travel

Leading technology for dynamic pricing and packaging in online travel 9

Case Studies Air Transport

Online Travel Agencies

Objective

n

Increase flight sales and leisure products

Objective

n

Deliver additional sales via package offers for events, cards and hotels

Inhibitor

n

Limited tour operation technology platform

Inhibitor

n

In-house development team, inexperienced with partner integration and rules merchandising

OpenJaw Solution

n

Flexible, dynamic platform with extensive merchandising capability

OpenJaw Solution

n

Packaging and merchandising platform including partner product management capabilities

n

Complete business transformation

n

Estimated British Airways revenue growth from £52MM (2009) to £385MM (2013) in this category

n

First project delivered by external technology partner on VSC.com

n

Project live in 2014

Outcome

Outcome

Loyalty

Hotels

Objective

n

Improve online redemption experience

Objective

n

Create new online website/booking platform

Inhibitor

n

Call center based redemption and limited online redemption functionality

Inhibitor

n

Inflexible software and website content

OpenJaw Solution

n

XML merchandising and business rules based engine delivering next-gen online experience

OpenJaw Solution

n

e-commerce and integration layer accessibility among other improvements

n

Increased partner program across car and hotel

n

n

Dynamic pricing against ITA for all domestic and international carrier flight redemptions

Improved user experience and content across 80+ properties

n

Led to increase of direct online sales

Outcome

Outcome

Mission critical solution driving significant results for the customers 10

Transforming the Ancillary Revenue Industry “With deep collaboration across the travel industry, new business opportunities will be created. By bringing together providers and participants across the travel industry at each key touch point in the traveler’s journey, unique customer insights will be leveraged to deliver offers and services that are personalized, relevant and timely.” Amadeus, October 14, 2014

Others are positioning themselves to capture the opportunity

Ancillary Provisioning and Merchandising

+ Multi Access Enablement

+ Global Payment Processing

+ Onboard and Off-board Capabilities

+ Analytics and Business Intelligence NCR Travel Marketplace

Global Merchandising System

= Platform Winner

Opportune time for an ancillary revenue management platform 11

Single Customer View of the Complete Travel Experience Winning Ancillary Revenue Platform

Ancillary Provisioning and Merchandising Multi Access Enablement Global Payment Processing Onboard Capabilities Off-board Capabilities Analytics and Business Intelligence Extend to All Travel Operators

Home

Transfer / Airport

Onboard

Airport / Transfer

Hotel

Comprehensive end-to-end ancillary revenue platform 12

Broadened Customer Portfolio 75+

Travel Operators

An improved product offering through t-Retail Platform

30+

International Brands

Leveraging GuestLogix’ Transaction Processing Engine® across new verticals and customer relationships

Complementary verticals with minimal customer overlap provides a significant cross-selling opportunity 13

Highly Complementary Businesses Revenue by Geography(1)

Revenue by Geography(1) APAC 17%

APAC 22%

Americas 14%

Americas 38%

EMEA 69%

EMEA 40%

Software-based Hardware-based

Pro Forma Revenue Mix(1) Geography APAC 20%

Customers Other 8%

Americas 29% OTA 8% Hotels 5%

EMEA 51%

Services

Softwarebased 42% Airlines 72%

Hardwarebased 58%

Loyalty 6%

Accelerating delivery of GuestLogix’ strategic vision (1) Q3’14 YTD revenue.

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Realizable Synergies In addition to the compelling strategic rationale, there are significant synergy opportunities targeted to be realized over the next 24 months Revenue

Operating Costs

Extend GuestLogix TPE® to OJ customers

Consolidation of overlapping costs and shared functions

+

+

Extend t-Retail Platform to GuestLogix customer base

Optimization of operating expenses

+

+

Leveraging a combined solution to generate new business

Rationalization of third party providers

=

=

Significant Opportunity

Target $2MM+ annual EBITDA synergies

Significant revenue opportunity and target $2MM+ annually in EBITDA synergies 15

Enhanced Financial Profile

Financial Summary (YTD Q3’14 Annualized) – US$MM GuestLogix

OpenJaw

Total

Target Pro Synergies Forma

Revenue

$35.8

$22.8

$58.6

-

$58.6

Gross Margin

$17.5

$11.7

$29.1

-

$29.1

n Enhanced Revenue Profile

Revenue

− Increased scale and diversification of revenue

n Significant EBITDA Expansion EBITDA(1) EBITDA Margin %

$1.7

$4.3

$6.0

5%

19%

10%

$1.0

$7.0

EBITDA

12%

Leverage

− Identifiable, compelling synergy opportunities

n Modest Leverage − Strong free cash flow growth

Financially attractive transaction (1) Illustrative summary reflecting potential target synergies, OpenJaw EBITDA adjusted to reflect estimated capitalization of R&D costs of €1.5MM ($2.1MM) to match GuestLogix’ accounting policies, and not including one-time acquisition and financing costs.

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Transforming GuestLogix

The Acquisition: A strategic step-change, accelerating growth

OpenJaw: An attractive and complementary platform

Transforming GuestLogix: Creating an ancillary revenue platform winner

Financial Outlook and Potential for Synergies: Creating potential for value upside and shareholder returns

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