Real Matters Overview - May 2018 Jason Smith Chief Executive Officer

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Real Matters Overview - May 2018 Jason Smith Chief Executive Officer
Real Matters
Overview
May 2018

Jason Smith
Chief Executive Officer
Real Matters Overview - May 2018 Jason Smith Chief Executive Officer
Caution Regarding Forward-Looking Statements

This presentation contains forward-looking statements that relate to our current expectations and views of future events including but
not limited to future market share and transaction volumes. In some cases, these forward-looking statements can be identified by
words or phrases such as ‘‘forecast’’, ‘‘target’’, ‘‘goal’’, ‘‘may’’, ‘‘might’’, ‘‘will’’, ‘‘expect’’, ‘‘anticipate’’, ‘‘estimate’’, ‘‘intend’’, ‘‘plan’’,
‘‘indicate’’, ‘‘seek’’, ‘‘believe’’, ‘‘predict’’, or ‘‘likely’’, or the negative of these terms, or other similar expressions intended to identify
forward-looking statements.

We have based these forward-looking statements on our current expectations and projections about future events and financial trends
that we believe might affect our financial condition, results of operations, business strategy and financial needs. A comprehensive
discussion of the risks that impact Real Matters can be found in the Company's Annual Information Form dated December 27, 2017
available on SEDAR at www.sedar.com. Actual results may differ materially from those indicated or underlying forward-looking
statements as a result of various factors, including those described under the heading “Important Factors Affecting Results from
Operations” outlined in the Strategy and Outlook section of the Company’s MD&A for the periods ended March 31, 2018.

Real Matters cautions that the list of risk factors and uncertainties is not exhaustive and other factors could also adversely affect its
results. Readers are urged to consider the risks, uncertainties and assumptions carefully in evaluating the forward-looking information
and are cautioned not to place undue reliance on such information.

Information contained in forward-looking statements in this presentation is provided as of the date of this presentation and we
disclaim any obligation to update any forward-looking statements, whether as a result of new information or future events or results,
except to the extent required by applicable securities laws.

All of the forward-looking statements made in this presentation are qualified by these cautionary statements and other cautionary
statements or factors contained herein and there can be no assurance that the actual results or developments will be realized or, even
if substantially realized, that they will have the expected consequences to, or effects on, the Company.

Non-GAAP Measures
The non-GAAP measures used in this presentation, including Net Revenue, Adjusted EBITDA, Adjusted net income and Adjusted net
income per share, do not have any standardized meaning prescribed by International Financial Reporting Standards (“IFRS”) and are
therefore unlikely to be comparable to similar measures presented by other issuers. These non-GAAP measures are more fully defined
and discussed in the 'Management Discussion and Analysis' ("MD&A") of Real Matters for the periods ended March 31, 2018, available
on SEDAR at www.sedar.com.

Full reports of the financial results of Real Matters for the periods ended March 31, 2018 are outlined in the unaudited interim
condensed consolidated financial statements and the related MD&A of the Company, which are available on SEDAR at www.sedar.com.
In addition, supplemental information is available on our website at www.realmatters.com.
                                                                                                                                                             2
Real Matters Overview
            Leading Provider of Network Management Services for the
            Mortgage Lending and Insurance Industries
            • Platform combines proprietary technology and network management capabilities with
              tens of thousands of independent Field Agents, such as residential real estate appraisers
            • Realized significant success and disrupted segments of the mortgage lending and
              insurance industries
                                                                                                                                                                                                                                       $16B                      4

                          • Clients include more than 60 of top 100 mortgage lenders in the U.S.1 and                                                                                                         Large Addressable
                            three of the Big Five Banks in Canada
                          • Provides one in 15 residential mortgage appraisals in the U.S.2
                                                                                                                                                                                                                    Market with
                          • Recently won MSAs with five Tier 1 mortgage lenders in the U.S.                                                                                                                  Significant Runway
            • Adjusted EBITDA3 positive since FY2012                                                                                                                                                                  for Growth
            • Invested significantly in our technology
            • Entered title and closing market – provides opportunity to leverage our Platform
              and client relationships to grow title and closing market share

      Strong Market Share Growth and Financial Performance
                                                                                                                                                                                                   (in $ millions)
                                                                                                                                                                                                                                $92.3
              30%                                                                                  17%
             2017 YoY
            Mortgage                                            6.5%                               2017 YoY                                                                                              $68.3
            Appraisal
                                                                                                Title & Closing                                       0.3%
                                                                                                Market Share6
           Market Share5
                                                                                                    Growth
             Growth                                                                                                                                                                                                                                   $43.0
                                                                                                                                                                                   $33.7
                                                                                             0.2%
                                                                                                                                                                                                                   $12.8                  $9.4
         2.4%                                                                                                                                                                                 $5.3                                                              $2.7

           FY2013 FY2013 FY2015 FY2016 FY2017                                                 FY2015                     FY2016                      FY2017                           FY2015                 FY2016                FY2017                 YTD18
                                                                                                                                                                                                   Net Revenue          3            Adjusted EBITDA 3
1. Based on having completed at least one transaction with Real Matters in the fiscal year ended September 30, 2017. Top 100 mortgage lenders according to Inside Mortgage Finance website: Top 100 Mortgage Lenders (twelve months ended December 31, 2016). 2. Management
estimate based on data from the MBA Mortgage Finance Forecast Report of October 24, 2017. 3. Net Revenue and Adjusted EBITDA are non-GAAP measures. See “Non-GAAP Measures” on page 2 of this Presentation. 4. Management estimates of the residential mortgage appraisal
market size of calendar 2016 based on data from the MBA Mortgage Finance Forecast Report of October 24, 2017, plus management estimates of the title market size measured by written premium based data from American Land Title Association Data as of June 30, 2017. Total
addressable market based on roll-out of the Company’s Next Generation Closing strategy. 5. Management estimate based on data from the MBA Mortgage Finance Forecast Report of October 24, 2017. 6. Management estimate of Residential Title Written Premium Market Share based
on data from the American Land Title Association as of June 30, 2017 and Demotech, Inc. for period ending December 31, 2015.
                                                                                                                                                                                                                                                                                 3
How Our Network Management Platform Works

                                                                                                                                                                                               Best Performing Appraiser
               1                                                                                                                                                                   2           Case Study: Prince William County, Virginia1

                                                                                                                                                                                                                                                   Lender Fee
                                                                                                                                                                                                                                                     $472
                                                                                                                                                                                            Real Matters
                                                                                                                                                                                                Appraiser Fee
                                                                                                                                                                                                Ave. Direct Cost Per Appraisal
                                                                                                                                                                                                                                                     $355
                                                                                                                                                                                                Cost to Serve
                                                                                                                                                                                                Contribution Margin

                                                                                                                                                                                                                                                      $12
                                                                                                                                                                                                                                                      $28
                                                                                                                                                                                                                                                      $77

               3           Better Performance                                                                                                  4           Increased Client Market Share (illustrative)
                           Case Study: Prince William County, Virginia1

                                                                   Traditional              Real
                                                                      AMC                  Matters
                                                                                                                                                                                                       2 to 35%
                                         Turn Time                  7-9 days             5.3 days

                                         Defect Rate                 15-20%                 5.6%

1. Based on Real Matters` actual average for a standard interior appraisal in Prince William County, VA, during Fiscal Q3 and Q4 2016 (April to September 2016). Traditional Appraisal Management Company turn times and defect rates are management estimates of average competitor
metrics based on internal market research and do not relate to any particular competitor or geographic region.                                                                                                                                                                         4
Established and Growing Blue Chip Client Base

                           Lengthy and Complex Sales Cycle                                                                                                                   Developed Blue Chip Client Base

                              Up to 5 Years to get to 1st Transaction
                                                                                                                                                              • Blue-chip client base developed over lengthy and
                                                                                                                                                                complex sales cycle
                                     Client Engagement Activities

                                          Request for Information                                                                                             • Proven compliance and regulatory systems in place to
                                                                                                                                                                meet client requirements and help retain and develop
                                              Request for Proposal                                                                                              key clients
                                                     On-site Visits

                                       Master Services Agreement
                                                                                                                                                                     U.S. Customer Segmentation
                                                           Audits                                                                                                    Real Matters clients include 60 of top 100 mortgage
                                                                                                                                                                     lenders in the U.S.1 and all Tier 1 mortgage lenders
                                            Technology Integration                                                                                                                                                           35%
                                                                                                                                                                         29%                       28%
                                                     Roll-out Plan

                                          Market Share Expansion                                                                                                                                                                                        8%
                                            After Deployment

                                                                                                                                                                        Tier 1                    Tier 2                    Tier 3                    Tier 4
                             Year 1                        Year 2                      Year 3
                             BUILD                         GROW                       OPTIMIZE
                                                                                                                                                                     Top 5 Banks                   7-30                    31-100                       ~7,000
                                                                                                                                                                       by Asset                 Mortgage                  Mortgage                     Mortgage
                                                                                                                                                                     Size and the                 Banks,                    Banks,                       Banks,
                                                                                                                                                                        Largest                  Lenders                   Lenders                      Lenders
                              0-15%                                                     35-40%                                                                        Non-Bank                  and Credit                and Credit                   and Credit
                                                                                                                                                                      Mortgage                   Unions                    Unions                       Unions
                                                                                                                                                                        Lender
                                                                                                                                                                    Source: Inside Mortgage Finance Top 100 Mortgage Lenders List – March 31, 2017

1. Based on having completed at least one transaction with Real Matters in the fiscal year ended September 30, 2017. Top 100 mortgage lenders according to Inside Mortgage Finance website: Top 100 Mortgage Lenders (12 months ended December 31, 2016).           5
Track Record of Increasing Appraisal Market Share with Clients

                                                             Case Studies                                                                                                                Appraisal Market Share

                              Tier 1 Lender A                                                           Tier 1 Lender B
                            Recently launched                                                                                         29.0%                                                                                                      FY2021 Target
                                                   4.7%         4.7%                                         20.0%
                                                                                                                          25.0%
                                                                                                                                                                                                                                                  15% to 20%
                                                                                                18.0%
                                      3.5%

                         1.6%                                                                                                                                                                                                                         6.5%
                                                                                    2.0%
              0%
                                                                                                                                                                                  28%
            0 mth        1 mth       2 mth        3 mth        4 mth                1 mth       6 mth        9 mth       12 mth       18 mth                                  Mortgage
                                                                                                                                                                              Appraisal
                                                                                                                                                                             Market Share1
                                 Tier 2 Lender A                                                       Tier 2 Lender B                                                          CAGR2

                                                               40.0%                                                     85.0%       85.0%
                                                                                                           85.0%

                                      25.0%        25.0%                                       55.0%
                        12.0%
            10.0%
                                                                                                                                                                   2.4%
                                                                                   1.0%

            1 mth        6 mth       12 mth       24 mth       36 mth             1 mth        6 mth       12 mth       24 mth       36 mth
                                                                                                                                                                    FY2013             FY2014            FY2015             FY2016             FY2017

         MSAs with Tier 1 Lenders Drive Growth

                                                                                                                                                               •     Tier 1 mortgage lenders represent approximately 30%3 of annual
                                                                                                                                                                     spend on residential mortgage appraisals
              Recent launches with Tier 1 clients
              through typical cycle are expected to                                                                                                            •     Real Matters often obtains more transaction volume relative to
                                                                                                                                    30%3
              result in significant market share                                                                                                                     competitors based on its ability to outperform
              increases over the next 5 years
                                                                                                                                                               •     Real Matters has historically developed long-term client relationships
                                                                                                                                                                     and achieved a client retention rate of approximately 95%4

1. Appraisal Market Share based on management estimates based on data from the MBA Mortgage Finance Forecast Report of October 24, 2017. 2. CAGR means Compound Annual Growth Rate. 3. Management estimates based on Inside Mortgage Finance website: Top 100 Mortgage
Lenders (12 months ended December 31, 2016). 4. Retention rate calculated since launch based on number of clients who have completed at least one transaction with the Company in the fiscal year ended September 30, 2017. Based on Real Matters clients on Inside Mortgage Finance
website: Top 100 Mortgage Lenders (12 months ended December 31 2016).
                                                                                                                                                                                                                                                                                       66
Porting Our Platform Approach in Appraisals to the Title and Closing Market

 • Large addressable market: $13B
 • Ability to sell title and closing to existing appraisal clients through existing MSAs
 • Process ripe for disruption: significant area of inefficiency

          Search                    Administrative                    Closing                        Escrow
                                      (Curative)
 • Order starts with a          • To insure the                • Solidifi works with the     • Solidifi is responsible for
   title search.                  transaction, Solidifi,         lender to prepare the         disbursing funds to all
 • Search is performed by a       must clear all open            final closing package.        parties and recording
   network of independent         interests in the             • Soldifi’s network of          executed deeds and/or
   abstractors through            property.                      independent closing           mortgages.
   electronic records (title    • Curative includes              agents executes the
   plants) or visit to county     obtaining mortgage             documents with the
   registry/office.               payoffs and releases,          borrower.
 • 40% of counties are still      confirming proper            • The closing agent
   on microfiche.                 ownership of the               returns the documents
 • Data is collected from         property and review of         to Solidifi for recording
   public records in the          any legal documents            and final processing.
   jurisdiction where the         relevant to the
   property is located.           transaction, trusts,
                                  power of attorney, etc.

                                                              Network Management
 Network Management
                                                               Notaries, attorneys,
     Abstractors
                                                                 closing agents
                                                                                                                             7
The Solidifi Title & Closing Difference

           • Proven track record of leveraging technology and field                       Exceptional Network of Local Experts to
             agent partnerships to service clients efficiently and                              Drive Performance & Scale
             effectively
                                                                                                Closing Title Package Defect Rate
           • Local market experts provide flexibility with shifting
             state regulations and differing regional practices                                         6%                    6%
                                                                                                  5%

                       Cost breakdown of a typical centralized refinance
                                   transaction end of 2018                                                             1%
                    Title & Closing Fees
                                                      $895*
                       stay the same                                                                   Traditional

                                                                                                    2017                 2018
                         Lower cost
                          structure
                                                                       Network Fee
                                                                       Ave. Direct Cost      Enhanced Consumer
                                                                                             Experience
                                                                       Cost to Serve
                                                                       Margin
                         Higher
                       profitability                                                               Closing Turn Time (days)

                                                                                                        41                    41
                                              Solidifi 3YR Target                                 30
                                                                                                                       22
                                                                                             Better outcome graphs. 35
               • Lender fees stay the same and agents receive a higher                       days to 25 days, files with
                 percentage of the fee resulting in better scale and outcomes                              error.
                                                                                                    Traditiona l
                                                                                                    2017                 2018

*Gross revenue based on a typical refinance transaction                                                                             8
Fiscal 2021 Objectives

                                                                        Market Share Expansion
                                                                                                     FY2017                                       FY2021
                                                               Market Size                         Market Share                            Target Market Share
                              Appraisal                               $3B                                  6.5%                                       15-20%
                        Title and Closing                            $13B                                  0.3%                                         1-3%

                             Strong Top-Line Growth and Increasing Operating Leverage
                                Financial Metrics                                     Baseline                                          FY2021 Targets
                   Revenues CAGR                                                         38%1                            20% to 25%                         $619M - $760M
                   Net Revenue Margin
                                                                                         31%2                            35% to 40%                         $232M - $285M
                   (% of revenues)
                   Adjusted EBITDA Margin
                                                                                         10%3                            25% to 30%                            $64M - $78M
                   (% of Net Revenue)

1. Revenue CAGR for Real Matters F2014 to F2017. 2. Net Revenue Margin for Real Matters for fiscal 2017. 3. Adjusted EBITDA Margins for Real Matters for fiscal 2017. See page 2 for non-GAAP measures.   9
2018 U.S. Mortgage Market Forecast
                        Quarterly Mortgage Bankers Association - Purchase and Rate Refinance Market
                                                                           Source: MBA

     $700

     $600                                         $332

     $500                             $242                    $265
                                                                                         $147     $151
     $400                                                                                                                                $115      $100
              $197                                                                                            $153
     $300                 $161                                            $149                                             $128

     $200

     $100
              $220        $190        $300        $305        $258        $212           $316     $320        $262         $218          $330      $350
       $0
            FY16 - Q1   FY16 - Q2   FY16 - Q3   FY16 - Q4   FY17 - Q1   FY17 - Q2   FY17 - Q3   FY17 - Q4   FY18 - Q1   FY18 - Q2    FY18 - Q3   FY18 - Q4
                                                      Purchase Originations (billions)          Rate Refinance Originations (billions)

Market Commentary

• Relative to market expectations established in January by the MBA, the rate refinance market is estimated to be healthier in the second
  quarter of fiscal 2018 by 6% and 10% healthier in Q3. The purchase market is expected to be weaker in Q3 by 4%. All other quarterly
  expectations remain unchanged since the January MBA report.

• Despite the Q2 market decline of 6% (units), U.S. revenues grew 8% on a market adjusted basis and 15% for appraisal revenues
  specifically.

• The refinance market is forecast to continue its decline as a percentage of the total market, with the healthy purchase market increasing
  steadily through 2018 on a comparative basis.

• Looking ahead to the third and fourth quarters of fiscal 2018, the total market is estimated to be roughly the same size as the
  comparable quarters in fiscal 2017.
                                                                                                                                                             10
Mortgage Volumes: Historical Context and
                                               2400 the 3-year forecast
                                                                                                                                                                                                         2200
                                                                                Total Annual U.S. Mortgage Market Volumes
                                                                                                                   2000   ‐ Purchase and Refinance
                                                                                                                                                     Source: March 2018 MBA, Fannie Mae, HMDA

                                             Purchase Market Projections                                                                                                                                 1800                                 Refinance Market Projections
$ in billions                                                                                                                                                                                         $ in billions
     1600                                                                                                                                                                                                1600

     1400                                                                                                                                                                                                1400

     1200                                                                                                                                                                                                1200

     1000                                                                                                                                                                                                1000

       800                                                                                                                                                                                                 800

       600                                                                                                                                                                                                 600

       400                                                                                                                                                                                                 400

       200                                                                                                                                                                                                 200

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                                               Fannie                                 MBA                           HMDA                                2005 Peak                                                        Fannie                                  MBA                                HMDA                                 2008 Levels                                    2000 Levels

    Purchase Market Commentary
    • The purchase market has been growing since 2011 and is expected to continue a steady upward trend, growing by 5% YoY in 2018.
    • In 2019 and 2020 purchase volumes are expected to continue growing by 5-6% per year, and are expected to reach similar levels to those achieved
      during the volume peak in 2005.

    Refinance Market Commentary
    • While we have been in a purchase market since 2014, the market remained somewhat balanced through 2016, with refinance volume continuing to
       represent between 40% and 50% of total market volume.
    • In 2017 interest rates began to rise, causing the refinance market began to decline by an estimated 38% vs 2016 to levels below the lows of 2008. In
      2017 refinance transactions were just 35% of the market.
    • 2018 projections are for refinance to represent only 27% of the market, the lowest share on record. The refi market is expected to continue to fall
      further in 2019 and 2020 to the lowest levels in 18 years in the range of 23% or ~$400B, still in line with estimates at IPO.
                                                                                                                                                                                                                                                                                                                                                                                                            11
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Q2 2018 Business Highlights

Solid financial and operational performance
• 15% market adjusted U.S. appraisal revenue growth.
• Network effect in appraisal drove significant improvements in margins.
• Awarded additional appraisal market share with Tier 1 lenders.
• Won new Tier 1 lender RFP for appraisals in the main origination channel and moved into deployment during
  the quarter.
• Expanded into the home equity channel with two Tier 1 lenders.
• Completed the transition of title and closing to our technology platform and launched our closing network.
• Announced the deployment of a Tier 1 lender for centralized refinance mortgage origination title and closing
  services subsequent to quarter end.
• Began the rationalization of non-core title and closing revenues to support growth in centralized refinance
  mortgage origination market.
• Expect to continue to deliver strong organic growth which will allow us to outpace U.S. mortgage origination
  market trends going forward.

    Appraisal Market                       Achieved Significant                   Confident in
    Share Increasing                       Milestones in Title                    Fiscal 2021
    On Plan                                and Closing                            Objectives

                                                                                                                 12
Q2 2018 and YTD Financial Highlights
                                                                                                                 Market                                       Market
                                                                 Q2 2018                    Q2 2017    Change   adjusted   YTD 2018    YTD 2017    Change    adjusted
                                                                                                                 growth                                       growth
               U.S. Revenues
               Appraisal and Ancillary                                  $45.9                 $41.9      10%        15%       $95.8       $91.6        5%        21%
               Title and Closing                                          13.1                 15.3     (15%)      (12%)       29.3        37.0     (21%)        (5%)
               Other                                                        0.3                 0.4     (29%)                   0.6         0.7     (19%)
               Total U.S. Revenues                                      $59.3                 $57.6       3%                 $125.7      $129.3      (3%)

               Canada Revenues
               Appraisal and Ancillary                                    $5.7                 $6.0      (4%)                 $12.2       $12.2          -
               Other                                                        1.1                 0.9      15%                    2.1         1.9        8%

               Total Canada Revenues                                      $6.8                 $6.9      (2%)       (1%)      $14.3       $14.1        1%         1%

               Consolidated Revenues                                    $66.1                 $64.5       2%         7%      $139.9      $143.4      (2%)        12%

               Net income (loss)                                          $3.0                ($8.9)                          ($2.4)     ($11.2)
               Net Revenue1                                             $20.5                 $18.9       8%                  $43.0       $44.9      (4%)
               Net Revenue1 Margin                                     31.0%                  29.3%      0.7%                 30.7%       31.3%     (0.6%)
               Adjusted EBITDA1                                           $0.3                ($1.8)     117%                  $2.7        $3.7     (27%)

                                  • Significant net revenue margin expansion in appraisals due to network effect on the platform
                                  • Q2 Net Revenue +8% on strong performance in appraisals
                                  • Increasing operating leverage
1. Net Revenue, Net Revenue Margin and Adjusted EBITDA are Non-GAAP measures. See page 2.                                                                               13
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