DLH Holdings Corp. Acquisition of  Irving Burton  Associates  OCTOBER 7, 2020           Your Mission Is Our Passion  © Copyright 2020 DLH Holdings Corp. All Rights Reserved.       © Copyright 2020 DLH Holdings Corporation. All Rights Reserved.
 Forward Looking Statement   This presentation may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These  statements relate to future events or DLH`s future financial performance. Any statements that refer to expectations, projections or other  characterizations of future events or circumstances or that are not statements of historical fact (including without limitation statements to the  effect that the Company or its management “believes”, “expects”, “anticipates”, “plans”, “intends” and similar expressions) should be  considered forward looking statements that involve risks and uncertainties which could cause actual events or DLH’s actual results to differ  materially from those indicated by the forward-looking statements. Forward-looking statements in this release include, among others,  statements regarding, estimates of future revenues, operating income, earnings, earnings per share, backlog, and cash flows. These  statements reflect our belief and assumptions as to future events that may not prove to be accurate. Our actual results may differ materially  from such forward-looking statements made in this release due to a variety of factors, including: the outbreak of the novel coronavirus  (“COVID-19”), including the measures to reduce its spread, and its impact on the economy and demand for our services, are uncertain, cannot  be predicted, and may precipitate or exacerbate other risks and uncertainties; the risk that we will not realize the anticipated benefits of the IBA  acquisition; the challenges of managing larger and more widespread operations resulting from the acquisition; the inability to retain IBA  employees and customers; the risks and uncertainties associated with client interest and purchases of new services; contract awards in  connection with re-competes for present business and/or competition for new business; compliance with new bank financial and other  covenants; changes in client budgetary priorities; government contract procurement (such as bid protest, small business set asides, loss of  work due to organizational conflicts of interest, etc.) and termination risks; the ability to successfully integrate the operations of IBA and any  future acquisitions; and other risks described in our SEC filings. For a discussion of such risks and uncertainties which could cause actual  results to differ from those contained in the forward-looking statements, see “Risk Factors” in the Company’s periodic reports filed with the  SEC, including our Annual Report on Form 10-K for the fiscal year ended September 30, 2019, as well as subsequent reports filed thereafter.  The forward-looking statements contained herein are not historical facts, but rather are based on current expectations, estimates, assumptions  and projections about our industry and business. Such forward-looking statements are made as of the date hereof and may become outdated  over time. The Company does not assume any responsibility for updating forward-looking statements, except as may be required by law.                                                               2             3            4                                        © Copyright 2020 DLH Holdings Corporation. All Rights Reserved.            2
 DLH Continues to Build a Healthcare IT Enterprise                                       Strengthens DLH in            What We Are                                         DoD Healthcare             Key Financial Terms           Valuation Rationale        Presenting Today                  Technology                                      Enhances technology-enabled       DLH Holdings has acquired                                     $32 million purchase price   Purchase price represents a                                     healthcare applications across        privately-held Irving Burton                                funded 100% via bank debt      multiple of ~9.3x EBITDA;                                        several military agencies     Associates (IBA), an acquisition                                  (existing facilities)     that brings together two highly-       complementary healthcare                                  $26.5 million purchase price net 7.7x of EBITDA net of tax                                     Significantly expands presence         technology companies                                     of transaction-related tax benefit      benefit                                    in key DoD agencies including                                     Defense Health Agency (“DHA”)                                       and Medical Research and     Expected to be immediately  Industry metrics indicate 9 -11x                                        Development Command                 accretive            multiples for Health and Data                                              (“MRDC”)                             3            Analytics4  Government Services                                             © Copyright 2020 DLH Holdings Corporation. All Rights Reserved.                  3
 Strategic Rationale     Highly complementary business with common core capabilities for complex, nationally dispersed                   programs, operational synergies, and new business opportunities                  Accelerates long-term strategy of growing DLH presence in core military healthcare                 market with high revenue visibility and $143 million in acquired contract backlog                   Enhances and broadens telehealth offering through deep customer relationships and                 leading capabilities, competencies and practices                                                2          3          4                 Elevates customer presence by expanding2 security3clearance capability4 through IBA’s                 cleared workforce and top-secret facility clearance                                  © Copyright 2020 DLH Holdings Corporation. All Rights Reserved. 4
 Additional Capabilities and Customers     Premier professional and technology services                Long-standing customer relationships, strong                     consulting firm                            reputation and deep domain expertise in military                                                                      healthcare and NextGen technology                                                                                                    Joint Program Committee   Military        Agile         Program      Advanced   Health IT   Transformation/ Management        R&D                DevSecOps                                      28+ years          15+ years           8+ years   Specialized Capabilities & Competencies:                    Military Health IT Systems expertise includes:  •  Artificial Intelligence/Machine Learning                 •  Joint Operational Medical Information Systems (JOMIS)  •  IT and program management advice                         •  Medical Communications for Combat Casualty Care (MC4)  •  Application modernization                                •  MHS/DoD Electronic Health Record (EHR)  •  Digital transformation                                   •  Medical Scenario Modeling & Simulation for Exercises  •  Robotics                                                 •  Telehealth Standards of Care Development                                        © Copyright 2020 DLH Holdings Corporation. All Rights Reserved.            5
 IBA Expands Defense Health Presence                                                                      15%        Human Services & Solutions Market        DOD & Veteran Health            Services Market    IBA broadens enterprise capabilities                                      55%             ~$235M        for military health customers                                                     Pro Forma                                                   Annual Revenue •  Telehealth     •  Agile/DevOps •  Health Informatics • Machine Learning                                                                       30% •  Cybersecurity  •  Advanced R&D                                             Public Health & Life Sciences Market                                        © Copyright 2020 DLH Holdings Corporation. All Rights Reserved.       6
 IBA Increases Addressable Military Healthcare Market for DLH   •  Strategically positioned to address $2.5B Military Healthcare market currently growing at ~9% annually   •  Leading provider of mission critical advice and technology solutions for military health clients       • Defense Health Agency       • U.S. Army Medical Research and Development Command  •  Poised to support increased demand and focus on     telehealth capabilities sparked by COVID-19                •  Electronic health record for active duty and beneficiaries  •  Expands DLH’s end-to-end capabilities, from advanced     R&D of NextGen technology to program management &     mission support                                  © Copyright 2020 DLH Holdings Corporation. All Rights Reserved. 7
 Proforma Considerations    • DLH uses EBITDA as a supplemental non-GAAP measure of our     performance. DLH defines EBITDA as net income excluding (i)     interest expense, (ii) provision for or benefit from income taxes and     (iii) depreciation and amortization.   • Due to changes in contract type and structure during key contracts’     recompete, revenue and margins reported in prior fiscal periods are     higher than expected in current and future fiscal periods.   • DLH estimates that IBA will contribute approximately $25 million,     on an annualized basis, to revenue of DLH going forward, with     similar operating margins as during the proforma period.      The following unaudited pro forma financial information combines the historical financial information of DLH and IBA and may not be indicative of the historical results that     would have been achieved had the companies been combined during the periods presented or of the future results that the combined companies will experience.                             © Copyright 2020 DLH Holdings Corporation. All Rights Reserved. 8
 Transaction Model –              Twelve Months ended June 30, 2020 (in millions)               DLH       IBA       Adj.   Proforma Revenue                    $  212.7 $     24.5          - $  237.2 • Transaction accretive to net income and                                                                   diluted earnings per share (EPS) Operating Income                  14.2          3.1         (1.5)        15.8 % Margin                      6.7%    12.7%               6.7%  Interest (Expense)/Income          (3.9)          -         (1.5)         (5.4) • Reduction to operating income due to                                                                   amortization expense of acquired intangible  Pretax Income                     10.3          3.1         (3.0)        10.4                                                                  assets Tax expense                         3.0          0.9         (0.9)          3.0  Net Income                 $       7.3 $       2.2 $      (2.1) $       7.4                                                                 • Interest expense increase due to additional  EBITDA                     $     21.4 $       3.1          - $     24.5 term borrowing to finance transaction % Margin                     10.1%    12.7%              10.3%  Diluted Shares Outstanding        13.1                        13.1 EPS                        $     0.56                  $     0.57 Accretion $                                            $    0.01 Accretion %                                               1.8% Notes: “% Margin” indicates line item immediately preceding stated as a percent of revenue See reconciliation of non-GAAP financials measures on page 14 of this presentation                                        © Copyright 2020 DLH Holdings Corporation. All Rights Reserved.            9
 Use of Existing Credit Facilities   • The acquisition was fully funded with senior debt by reloading the Company’s existing secured credit     facility   −Term loan and cash reserves were used for the transaction; no revolver borrowings were needed to     complete the transaction   • Availability driven by cash generation and pre-paydown of debt in the 4th quarter   • Strong cash generation expected to continue through integration of IBA onto DLH financial platform                                     S3 Acq.   Fiscal 2019 Fiscal 2020 Fiscal 2020        (in millions)               Jun 7 2019     Q4          Q3          Q4        Term debt (legacy)          $          70.0 $          56.0 $          44.5 $          37.0        Term debt (new)                           -               -               -             33.0        Total term debt                         70.0             56.0             44.5             70.0        (-) Cash & cash equivalents              (1.9)              (1.8)              (0.7)              (1.2)        Net debt                    $          68.1 $          54.2 $          43.8 $          68.8             Net Debt is a non-GAAP metric used by investors and lenders and management believes it provides relevant and useful information to investors and other users of our                      financial data. Net Debt is calculated by subtracting cash and cash equivalents from the sum of current and long-term debt                               © Copyright 2020 DLH Holdings Corporation. All Rights Reserved. 10
 Financial Benefits of the Acquisition                                              • Acquired company has approximately $143 million of total backlog               Highly visible revenue         • Contracts with key customers early in lifecycle with potential for service                                               expansion                Expected strong free          • Free cash flow is further supported by tax-deductible purchase price                cash flow and debt                        service               • Capital requirements of the business are minimal                 Substantial existing          • The acquired company’s contract portfolio supports 97% of its expected                   contract base              FY21 revenue                                               • Revenue growth is driven primarily by continued execution against              Significant potential for        recurring customer requirements, cross-selling opportunities, and             combined organic growth           unsaturated customer bases                                         © Copyright 2020 DLH Holdings Corporation. All Rights Reserved.           11
 Appendix:   Non-GAAP Reconciliations  This document contains non-GAAP financial information. Management uses this information in its internal analysis of results and believes this information may be informative to investors in gauging the quality of our financial performance, identifying trends in our results, and providing meaningful period-to-period comparisons. These measures should be used in conjunction with, rather than instead of, their comparable GAAP measures. A reconciliation of non-GAAP measures to the comparable GAAP measures is presented in this document, and the definitions of the non-GAAP measures we use are contained in the Company’s most recent earnings press release, which is available on the investor relations section of our web site at www.dlhcorp.com.                              © Copyright 2020 DLH Holdings Corporation. All Rights Reserved. 12
 Reconciliation of net income to EBITDA             Reconciliation of proforma net income to proforma EBITDA for the twelve                                months end June 30, 2020           (in millions)                 DLH       IBA      Adj.   Proforma           Net Income                  $       7.3 $       2.2 $      (2.1) $       7.4           Interest expense (income)            3.9          -          1.5          5.4           Provision for taxes                  3.0          0.9         (0.9)          3.0           Depreciation and amortization          7.2          -          1.5          8.7           EBITDA                      $     21.4 $       3.1 $      - $     24.5                               © Copyright 2020 DLH Holdings Corporation. All Rights Reserved. 13
 CORPORATE HEADQUARTERS                       NATIONAL CAPITAL                   DURHAM, NORTH CAROLINA                      KAMPALA, UGANDA                      ATLANTA HQ                              REGION HQ                                OFFICE                                  OFFICE     3565 Piedmont Road, NE             8757 Georgia Avenue | Suite 1200            4505 Emperor Boulevard               2730 Church Road, Kansanga       Building 3 | Suite 700                Silver Spring, MD 20910                       Suite 400                           Kampala, Uganda        Atlanta, GA 30305                                                              Durham, NC 27703                                         3130 Fairview Park Dr | Suite 250                                             Falls Church, VA 22042                                                                  Your Mission Is Our Passion                                                     © Copyright 2020 DLH Holdings Corporation. All Rights Reserved.