##### Table of Contents



UNITED
    STATES SECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
    20549
  Form 10-K
  FOR ANNUAL AND TRANSITION
    REPORTS PURSUANT TO
    SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
    1934
  (Mark One)þ

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended
    December 31, 2006oro

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934   Commission file number:
    000-28430
  SS&C Technologies,
    Inc.
 (Exact name of Registrant as
    Specified in Its Charter)
  Delaware

06-1169696(State or Other Jurisdiction
    of
    Incorporation or Organization)

(I.R.S. Employer
    Identification No.)   80 Lamberton Road
 Windsor, CT 06095
 (Address of Principal Executive
    Offices, Including Zip Code)
  860-298-4500
 (Registrants Telephone
    Number, Including Area Code)
  Securities registered pursuant to Section 12(b) of the
    Act:
 None
  Securities registered pursuant to Section 12(g) of the
    Act:
 None
  o þ
  o þ
  þ o
  Regulation S-K Form 10-K Form 10-K. þ
  Rule 12b-2
 o o þ
  Rule 12b-2 o þ
      DOCUMENTS
    INCORPORATED BY REFERENCE:




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##### Table of Contents



SS&C
    TECHNOLOGIES, INC.
  YEAR 2006
    FORM 10-K
    ANNUAL REPORT
  TABLE OF
    CONTENTS
  PagePART IItem 1.


Business


4Item 1A.


Risk
    Factors


20Item 1B.


Unresolved Staff
    Comments


30Item 2.


Properties


30Item 3.


Legal
    Proceedings


30Item 4.


Submission of
    Matters to a Vote of Security Holders


30PART IIItem 5.


Market for
    Registrants Common Equity, Related Stockholder Matters and
    Issuer Purchases of Equity Securities


31Item 6.


Selected Financial
    Data


31Item 7.


Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations


32Item 7A.


Quantitative and
    Qualitative Disclosures about Market Risk


45Item 8.


Financial
    Statements and Supplementary Data


46Item 9.


Changes in and
    Disagreements with Accountants on Accounting and Financial
    Disclosure


46Item 9A.


Controls and
    Procedures


46Item 9B.


Other
    Information


46PART IIIItem 10.


Directors,
    Executive Officers and Corporate Governance


47Item 11.


Executive
    Compensation


49Item 12.


Security Ownership
    of Certain Beneficial Owners and Management and Related
    Stockholder Matters


59Item 13.


Certain
    Relationships and Related Transactions, and Director
    Independence


61Item 14.


Principal
    Accountant Fees and Services


61PART IVItem 15.


Exhibits and
    Financial Statement Schedules


63Signatures


64Consolidated Financial Statements


F-2Exhibit Index


F-40EX-10.19 Compromise Agreement dated as of October 31, 2006EX-12 Statement of Computation of Ratio of Earnings to Fixed ChargesEX-21 Subsidiaries of the RegistrantEX-31.1 Section 302 Certification of C.E.O.EX-31.2 Section 302 Certification of C.F.O.EX-32 Section 906 Certification of C.E.O. & C.F.O.  2




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FORWARD-LOOKING
    INFORMATION
       3




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##### Table of Contents



PART I  Item 1.
    Business      Company
    Overview
      
    insurance and pension funds
    institutional asset managers
    alternative investment managers
    financial institutions
    commercial lenders
    real estate property managers
    municipal finance groups
    corporate treasury groups   4




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end-to-end
  Industry
    Background
    
    constantly evolving regulatory requirements with increasing
    regulatory oversight;
    increasing transaction volumes with shorter settlement cycles;
    increasing assets under management;
    fierce global competition;
    increasing number, and greater complexity, of asset classes and
    securities products;
    outsourcing of non-core business functions; and
    consolidation of industry assets at both large insurers and
    asset managers.    Our
    Strengths
    Highly Diversified and Stable Customer
    Base.
 5




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Substantial Contractually Recurring
    Revenues.
  Ownership of Outsourcing Software Promotes Higher
    Margins and Product Improvement.
  Attractive Industry Dynamics.
  Extensive Industry Expertise.
  Successful, Disciplined Acquisition
    History.
  Experienced Management Team with an Average of Over
    15 Years of Experience.
 6




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Business
    Strategy
    Grow Our Software-Enabled Outsourcing and Other Contractually
    Recurring Revenues.
  Increase Revenues from Our Existing
    Clients.
  Enhance Our Product and Service Offerings to Address the
    Specialized Needs of Our Clients.
  Maintain Our Commitment to the Highest Level of Client
    Service.
  Capitalize on Acquisition Opportunities.
 7




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Our
    Acquisitions
    
    provide complementary products or services in the financial
    services industry;
    address a highly specialized problem or a market niche in the
    financial services industry;
    expand our global reach into strategic geographic markets;
    have solutions that lend themselves to being delivered as either
    a software-enabled BPO service or an application service
    provider (ASP) solution;
    possess proven technology and an established client base that
    will provide a source of ongoing revenues and to whom we may be
    able to sell existing products and services; and
    satisfy our financial metrics, including expected return on
    investment.   8




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Acquired Products andDate

Acquired Business

Contract Purchase Price

Services Currently OfferedMarch 1995

Chalke

$10,000,000

PTSNovember 1997

Mabel Systems

$850,000 and 109,224 shares
    of common stock

MabelDecember 1997

Shepro Braun Systems

1,500,000 shares of common
    stock

Total Return, AntaresMarch 1998

Quantra

$2,269,800 and 819,028 shares
    of common stock

SKYLINEApril 1998

The Savid Group

$821,500

Debt & DerivativesMarch 1999

HedgeWare

1,028,524 shares of common
    stock

AdvisorWareMarch 1999

Brookside

41,400 shares of common stock

Consulting servicesNovember 2001

Digital Visions

$1,350,000

PortPro, The BANC Mall, PALMSJanuary 2002

Real-Time, USA

$4,000,000

Real-Time, LightningNovember 2002

DBC

$4,500,000

Municipal finance productsDecember 2003

Amicorp Fund Services

$1,800,000

Fund servicesJanuary 2004

Investment Advisory Network

$3,000,000

Compass, Portfolio ManagerFebruary 2004

NeoVision Hypersystems

$1,600,000

HeatmapsApril 2004

OMR Systems

$19,671,000

TradeThru, XacctFebruary 2005

Achievement Technologies

$470,000

SamTrakFebruary 2005

EisnerFast LLC

$25,300,000

Fund servicesApril 2005

Financial Models Company

$159,000,000

FMC suite of productsJune 2005

Financial Interactive, Inc.

358,424 shares of common
    stock and warrants to purchase 50,000 shares of common
    stock with an exercise price of $37.69 per share

FundRunnerAugust 2005

MarginMan

$5,600,000

MarginManOctober 2005

Open Information Systems, Inc.

$24,000,000

Money Market Manager, Information
    ManagerMarch 2006

Cogent Management

$12,250,000

Fund servicesAugust 2006

Zoologic

$3,000,000

Education and training coursewareMarch 2007

Northport

$5,000,000

Fund services    9




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Products
    and Services
    day-to-day
 10




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Products and Services

Typical Users

Vertical Markets ServedPortfolio
    Management/AccountingAdvisorWare 
    Altair 
    CAMRA 
    CAMRA D Class 
    Debt & Derivatives 
    FundRunner 
    FundRunnerInvestorsite 
    FundRunnerMarathon 
    Lightning 
    Pacer 
    Pages 
    PALMS 
    PortPro 
    Recon 
    SS&C Wealth Management 
    Suite Front Office 
    Sylvan 
    Total Return

Portfolio managers 
    Asset managers 
    Fund administrators 
    Investment advisors Accountants 
    Auditors 
    Alternative investment managers 
    Brokers/dealers

Alternative investment managers
    
    Corporate treasury groups 
    Financial institutions 
    Institutional asset managers 
    Insurance & pension fundsOutsourcingSS&C Direct 
    SS&C Fund Services 
    SSCNet 
    SVC

Portfolio managers 
    Asset managers 
    Fund administrators 
    Investment advisors 
    Alternative investment managers 
    Securities traders

Alternative investment managers
    
    Financial institutions 
    Institutional asset managers 
    Insurance & pension fundsTrading/Treasury
    OperationsAntares 
    Heatmaps 
    MarginMan 
    Suite Front Office 
    TradeDesk 
    TradeThru

Securities traders 
    Financial institutions 
    Risk managers 
    Foreign exchange traders 
    Asset managers

Alternative investment managers
    
    Corporate treasury groups Financial institutions 
    Institutional asset managers 
    Insurance & pension fundsFinancial
    ModelingAnalyticsExpress 
    DBC (family of products) 
    Finesse HD 
    PTS

CEO/CFOs 
    Risk managers 
    Actuarial professionals 
    Bank asset/liability managers 
    Investment bankers 
    State/local treasury staff 
    Financial advisors

Insurance & pension funds
    
    Financial institutions 
    Municipal finance groupsLoan
    Management/AccountingLMS Loan Suite 
    LMS Originator 
    LMS Servicer 
    The BANC Mall

Mortgage originators 
    Commercial lenders 
    Mortgage loan servicers 
    Mortgage loan portfolio managers 
    Real estate investment managers 
    Bank/credit union loan officers

Commercial lenders 
    Financial institutions 
    Insurance & pension funds   11




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Products and Services

Typical Users

Vertical Markets ServedProperty ManagementSKYLINE (family of products) 
    SamTrak

Real estate investment managers
    
    Real estate leasing agents 
    Real estate property managers 
    Facility managers

Real estate leasing/property
    managersMoney Market
    ProcessingInformation Manager 
    Money Market Manager

Financial institutions 
    Custodians 
    Security lenders 
    Cash managers

Financial institutionsTrainingZoologic Learning Solutions

Financial institutions 
    Asset managers 
    Hedge fund managers 
    Investment bankers

All verticals   Portfolio
    Management/Accounting
    AdvisorWare. and/or
  Altair.
  CAMRA.
  day-to-day
    CAMRA D Class.
  Debt & Derivatives.
 12




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FundRunner. Runner Runner Runner
  FundRunner InvestorSite. Runner easy-to-use Runner
  FundRunner Marathon. Runner
  Lightning.
  Pacer.
  Pages. face-to-face
  PALMS.
  PortPro.
  Recon.
  SS&C Wealth Management.
  Suite Front Office. easy-to-use best-of-breed
  Sylvan.
  Total Return.
 13




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Software-Enabled
    Outsourcing
  SS&C Direct.
  
    hosting of a companys application software;
    automated workflow integration;
    automated quality control mechanisms; and
    extensive interface and connectivity services to custodian
    banks, data service providers, depositories and other external
    entities.    SS&C Fund Services.
  
    hedge fund managers;
    funds of funds managers;
    commodity trading advisors;
    family offices;
    private wealth groups;
    investment managers;
    commodity pool operators;
    proprietary traders;
    private equity groups; and
    separate managed accounts.  SSCNet.
  SVC.
  Trading/Treasury
    Operations
    Antares.
 14




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Heatmaps.
  MarginMan. over-the-counter
  TradeDesk.
  TradeThru. end-of-day
  Financial
    Modeling
    AnalyticsExpress.
  DBC Product Suite.
  
    general bond structures;
    revenue bonds;
    housing bonds;
    student loans; and
    Federal Housing Administration  insured revenue bonds
    and securitizations.    Finesse HD.
  PTS.
  Loan
    Management/Accounting
   15




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LMS Loan Suite.
  LMS Originator.
  LMS Servicer.
  The BANC Mall. fee-for-service
  Property
    Management
  SKYLINE.
  
    commercial;
    residential;
    retail;
    retirement communities;
    universities; and
    hospitals.  SamTrak.
  Money
    Market Processing
  Information Manager.
  Money Market Manager.
 16




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Training
  Zoologic Learning Solutions. mix-and-match
  Software
    and Service Delivery Options
    Software License and Related Maintenance
    Agreements.
  Software-Enabled Outsourcing.
  
    Application Service Provider.  We
    provide our clients with the ability to utilize our software and
    processing services remotely using web-based application
    services. Several of our product offerings are available via ASP
    only: Lightning, PortPro, TradeDesk and The BANC Mall. These
    products enable smaller institutions, such as community banks
    and credit unions, to access sophisticated functionality that
    previously had been available only to our larger institutional
    clients.
    Business Process Outsourcing.  We
    provide services under multiyear contracts that allow our
    customers to outsource back-office and support services and
    benefit from our proprietary software, specialized in-house
    accounting and technology resources and our
    state-of-the-art
    processing and operations facilities.  Blended Solutions.
  Professional
    Services
   17




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Product
    Support
  software and services
    ebriefings
    Clients
    Sales and
    Marketing
      
    content-rich, periodic software and services ebriefingstargeted at clients and prospects in each of our vertical
    and geographic markets;
    regular product-focused webinars;
    seminars and symposiums; 18




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
    trade shows and conferences; and
    emarketing campaigns.  up-to-date
    Product
    Development and Engineering
      Competition
    
    Insurance Entities and Pension
    Funds:  Blackrock, Bloomberg, Charles River,
    Classic Solutions/Tillinghast, DFA Capital Management, Eagle
    Investment Systems (subsidiary of Mellon Financial), Princeton
    Financial Systems (subsidiary of State Street Bank) and SunGard.
    Institutional Asset Managers:  Advent Software,
    Bloomberg, Charles River, DST International, Eagle Investment
    Systems, Macgregor, SunGard, Statpro and Thomson Financial.
    Alternative Investment Managers:  Advent
    Software, Bank of New York, BISYS Hedge Fund Services,
    Citco, EZ Castle, Globe Ops, Netage Solutions, PFPC, State
    Street Bank and Whittaker Garnier.
    Financial Institutions:  Calypso, Murex,
    SunGard, Thomson Financial and TPG.
    Commercial Lenders:  McCracken (subsidiary of
    GMAC), Midland Loan Services (subsidiary of PNC Financial
    Services) and Princeton Financial Systems.
    Real Estate Property Managers:  Best Software,
    Intuit and Yardi.
    Municipal Finance Groups:  Ferrand Jordan and
    Prescient Software.
    Corporate Treasury:  SunGard and Simcorp 19




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Proprietary
    Rights
  and/or
    Employees
    
    188 employees in research and development;
    446 employees in consulting and services;
    71 employees in sales and marketing;
    93 employees in client support; and
    103 employees in finance and administration.    Additional
    Information
  (860) 298-4500.
  Item 1A.
    Risk
    Factors  Form 10-K
 20




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Risks
    Relating to Our Indebtedness
  Our
    substantial indebtedness could adversely affect our financial
    health and prevent us from fulfilling our obligations under our
    113/4% senior
    subordinated notes due 2013.
      
    make it more difficult for us to satisfy our obligations with
    respect to our
    113/4% senior
    subordinated notes due 2013, which we refer to as the notes;
    require us to dedicate a substantial portion of our cash flow
    from operations to payments on our indebtedness, thereby
    reducing the availability of our cash flow to fund acquisitions,
    working capital, capital expenditures, research and development
    efforts and other general corporate purposes;
    increase our vulnerability to and limit our flexibility in
    planning for, or reacting to, changes in our business and the
    industry in which we operate;
    expose us to the risk of increased interest rates as borrowings
    under our senior credit facilities are subject to variable rates
    of interest;
    place us at a competitive disadvantage compared to our
    competitors that have less debt; and
    limit our ability to borrow additional funds.    To
    service our indebtedness, we require a significant amount of
    cash. Our ability to generate cash depends on many factors
    beyond our control.
      Despite
    current indebtedness levels, we and our subsidiaries may still
    be able to incur substantially more debt. This could further
    exacerbate the risks associated with our substantial financial
    leverage.
   21




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Right
    to receive payments on the notes are junior to the borrowings
    under our senior credit facilities and all future secured or
    senior indebtedness. Further, the guarantees of the notes are
    junior to the guarantors secured and senior indebtedness
    and all future secured or senior indebtedness.
      Restrictive
    covenants in the indenture governing the notes and the agreement
    governing our senior credit facilities may restrict our ability
    to pursue our business strategies.
    
    incur additional indebtedness;
    sell assets, including capital stock of restricted subsidiaries;
    agree to payment restrictions affecting our restricted
    subsidiaries;
    consolidate, merge, sell or otherwise dispose of all or
    substantially all of our assets;
    enter into transactions with our affiliates;
    incur liens; and
    designate any of our subsidiaries as unrestricted subsidiaries.     22




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
    declare all borrowings outstanding, together with accrued
    interest and other fees, to be immediately due and
    payable; or
    prevent us from making payments on the notes,    Federal
    and state statutes allow courts, under specific circumstances,
    to void guarantees and require note holders to return payments
    received from guarantors.
    
    was insolvent or rendered insolvent by reason of such
    incurrence; or
    was engaged in a business or transaction for which the
    guarantors remaining assets constituted unreasonably small
    capital; or
    intended to incur, or believed that it would incur, debts beyond
    its ability to pay such debts as they mature.      
    the sum of its debts, including contingent liabilities, was
    greater than the fair saleable value of all of its
    assets; or
    if the present fair saleable value of its assets was less than
    the amount that would be required to pay its probable liability
    on its existing debts, including contingent liabilities, as they
    become absolute and mature; or
    it could not pay its debts as they become due.  Certain
    subsidiaries are not included as subsidiary
    guarantors.
     23




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We may
    not have the ability to raise the funds necessary to finance the
    change of control offer required by the indenture governing the
    notes.
    Risks
    Relating to Our Business
  Our
    business is greatly affected by changes in the state of the
    general economy and the financial markets, and a slowdown or
    downturn in the general economy or the financial markets could
    adversely affect our results of operations.
    
    cancel or reduce planned expenditures for our products and
    services;
    seek to lower their costs by renegotiating their contracts with
    us;
    move their IT solutions in-house;
    switch to lower-priced solutions provided by our
    competitors; or
    exit the industry.    Further
    or accelerated consolidations in the financial services industry
    could adversely affect our business, financial condition and
    results of operations.
    We
    expect that our operating results, including our profit margins
    and profitability, may fluctuate over time.
    
    the timing, size and nature of our license and service
    transactions;
    the timing of the introduction and the market acceptance of new
    products, product enhancements or services by us or our
    competitors; 24




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
    the amount and timing of our operating costs and other expenses;
    the financial health of our clients;
    changes in the volume of assets under our clients
    management;
    cancellations of maintenance
    and/or
    outsourcing arrangements by our clients;
    changes in local, national and international regulatory
    requirements;
    changes in our personnel;
    implementation of our licensing contracts and outsourcing
    arrangements;
    changes in economic and financial market conditions; and
    changes in the mix in the types of products and services we
    provide.  If we
    are unable to retain and attract clients, our revenues and net
    income would remain stagnant or decline.
    
    the level of demand for our products and services;
    the level of client spending for information technology;
    the level of competition from internal client solutions and from
    other vendors;
    the quality of our client service;
    our ability to update our products and services and develop new
    products and services needed by clients;
    our ability to understand the organization and processes of our
    clients; and
    our ability to integrate and manage acquired businesses.  We
    face significant competition with respect to our products and
    services, which may result in price reductions, reduced gross
    margins or loss of market share.
      We may
    not achieve the anticipated benefits from our acquisitions and
    may face difficulties in integrating our acquisitions, which
    could adversely affect our revenues, subject us to unknown
    liabilities, increase costs and place a significant strain on
    our management.
   25




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
    combine operations, facilities and differing firm cultures;
    retain the clients or employees of acquired entities;
    generate market demand for new products and services;
    coordinate geographically dispersed operations and successfully
    adapt to the complexities of international operations;
    integrate the technical teams of these companies with our
    engineering organization;
    incorporate acquired technologies and products into our current
    and future product lines; and
    integrate the products and services of these companies with our
    business, where we do not have distribution, marketing or
    support experience for these products and services.    If we
    are unable to protect our proprietary technology, our success
    and our ability to compete will be subject to various risks,
    such as third-party infringement claims, unauthorized use of our
    technology, disclosure of our proprietary information or
    inability to license technology from third
    parties.
  and/or
   26




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We
    could become subject to litigation regarding intellectual
    property rights, which could seriously harm our business and
    require us to incur significant costs, which, in turn, could
    reduce or eliminate profits.
    Our
    failure to continue to derive substantial revenues from the
    licensing of, or outsourcing solutions related to, our CAMRA,
    TradeThru, Pacer, AdvisorWare and Total Return software, and the
    provision of maintenance and professional services in support of
    such licensed software, could adversely affect our ability to
    sustain or grow our revenues and harm our business, financial
    condition and results of operations.
    We may
    be unable to adapt to rapidly changing technology and evolving
    industry standards, and our inability to introduce new products
    and services could adversely affect our business, financial
    condition and results of operations.
   27




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
    we may find it difficult or costly to update our services and
    software and to develop new products and services quickly enough
    to meet our clients needs;
    we may find it difficult or costly to make some features of our
    software work effectively and securely over the Internet or with
    new or changed operating systems;
    we may find it difficult or costly to update our software and
    services to keep pace with business, evolving industry
    standards, regulatory and other developments in the industries
    where our clients operate; and
    we may be exposed to liability for security breaches that allow
    unauthorized persons to gain access to confidential information
    stored on our computers or transmitted over our network.    Undetected
    software design defects, errors or failures may result in loss
    of or delay in market acceptance of our products or in
    liabilities that could adversely affect our revenues, financial
    condition and results of operations.
    If we
    cannot attract, train and retain qualified managerial, technical
    and sales personnel, we may not be able to provide adequate
    technical expertise and customer service to our clients or
    maintain focus on our business strategy.
       28




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Challenges
    in maintaining and expanding our international operations can
    result in increased costs, delayed sales efforts and uncertainty
    with respect to our intellectual property rights and results of
    operations.
    
    difficulties in obtaining U.S. export licenses;
    potentially longer payment cycles;
    increased costs associated with maintaining international
    marketing efforts;
    foreign currency fluctuations;
    the introduction of non-tariff barriers and higher duty rates;
    foreign regulatory compliance; and
    difficulties in enforcement of third-party contractual
    obligations and intellectual property rights.    Catastrophic
    events may adversely affect our ability to provide, our
    clients ability to use, and the demand for, our products
    and services, which may disrupt our business and cause a decline
    in revenues.
    Our
    application service provider systems may be subject to
    disruptions that could adversely affect our reputation and our
    business.
    We are
    controlled by The Carlyle Group, whose interests may not be
    aligned with yours.
   29




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Item 1B.
    Unresolved
    Staff Comments    Item 2.
    Properties    Item 3.
    Legal
    Proceedings    No. 1525-N and/or
  No. 1541-N and/or
    Item 4.
    Submission
    of Matters to a Vote of Security Holders   30




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PART II  Item 5.
    Market
    for Registrants Common Equity, Related Stockholder Matters
    and Issuer Purchases of Equity Securities      Item 6.
    Selected
    Financial Data    Combined





PredecessorSuccessor


(1)


Successor


Year Ended December 31,Year


Year


November


January 1Ended


Ended


23 through


throughDecember 31,


December 31,


December 31,


November 22,2006(6)


2005(5)


2005


2005


2004(4)


2003(3)


2002(2)(In thousands)Statement of Operations
    Data:Revenues

$
205,469


$
161,634


$
17,665


$
143,969


$
95,888


$
65,531


$
62,434Income from operations


43,869



9,239



5,463



3,776



29,413



18,378



11,142Net income


1,075



1,543



831



712



19,010



11,796



7,305   Successor


Predecessor2006(6)


2005(5)


2004(4)


2003(3)


2002(2)Balance Sheet Data (at period
    end):Total assets

$
1,152,521


$
1,176,371


$
185,663


$
82,585


$
75,480Total long-term debt


471,929



488,581











Stockholders equity


563,132



577,133



156,094



61,588



57,270     (1)
    
    Our combined results for the year ended December 31, 2005
    represent the addition of the Predecessor period from
    January 1, 2005 through November 22, 2005 and the
    Successor period from November 23, 2005 through
    December 31, 2005. This combination does not comply with
    generally accepted accounting principles (GAAP) or with the
    rules for pro forma presentation, but is presented because we
    believe it provides the most meaningful comparison of our
    results.(2)
    
    On January 15, 2002, we acquired the assets and business of
    Real-Time USA, Inc. On November 15, 2002, we acquired the
    assets and business of DBC, a business within the Thomson
    Corporation.(3)
    
    On December 12, 2003, we acquired the assets and business
    of Amicorp Groups fund services business.(4)
    
    On January 16, 2004, we acquired the assets and business of
    Investment Advisory Network, LLC. On February 17, 2004 we
    acquired the assets and business of NeoVision Hypersystems, Inc.
    On April 12, 2004, we acquired all the outstanding shares
    of OMR Systems Corporation and OMR Systems International, Ltd.
    See Notes 2 and 11 of notes to our consolidated financial
    statements.(5)
    
    On February 11, 2005, we acquired the assets and business
    of Achievement Technologies, Inc. On February 28, 2005, we
    acquired all the membership interests in EisnerFast LLC. On
    April 19, 2005, we acquired 31




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##### Table of Contents



substantially all the outstanding stock of Financial Models
    Company Inc. On June 3, 2005, we acquired all the
    outstanding stock of Financial Interactive, Inc. On
    August 24, 2005, we acquired the assets and business of
    MarginMan. On October 31, 2005, we acquired all the
    outstanding stock of Open Information Systems, Inc. See
    Notes 2 and 11 of notes to our consolidated financial
    statements.(6)
    
    On March 3, 2006, we acquired all of the outstanding stock
    of Cogent Management Inc. On August 31, 2006, we acquired
    the assets and business of Zoologic, Inc. See Notes 2 and
    11 of notes to our consolidated financial statements.  Item 7.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  Overview
        Strategic
    Acquisitions
    
    Our March 3, 2006 purchase of Cogent Management Inc.
    (Cogent), a provider of hedge fund management
    services primarily to
    U.S.-based
    hedge funds. We purchased all of the outstanding capital stock
    of Cogent for $12.25 million, using a combination of
    $6.25 million of cash on hand and $6.0 million of
    additional borrowings under the revolving portion of our senior
    credit facility to fund the acquisition.
    Our October 31, 2005 purchase of Open Information Systems,
    Inc. (OIS), a provider of Internet-based solutions
    that address the functions that banks provide to the securities
    industry, such as issuing and paying agent, custody, security
    lending and collateral management. We purchased all of the
    outstanding capital stock of OIS for $24.0 million, using a
    combination of $16.0 million of cash on hand and
    $8.0 million of additional borrowings under our existing
    credit facility. 32




---



##### Table of Contents




    Our April 19, 2005 purchase of FMC, a leading provider of
    comprehensive investment management systems that complement our
    product and service offerings to meet the front-, middle- and
    back- office needs of the investment management industry. This
    acquisition is our largest to date and provides us with
    significant opportunities to grow revenues while eliminating
    duplicative costs. We purchased substantially all of the
    outstanding stock of FMC for $159.0 million in cash.
    Our February 28, 2005 purchase of EisnerFast LLC
    (EisnerFast), which provides fund accounting and
    administration services to on- and off-shore hedge and private
    equity funds, funds of funds, and investment advisors. We
    purchased all of the membership interests in EisnerFast for
    $25.3 million in cash. EisnerFast has been renamed SS&C
    Fund Administration Services LLC.
    Our April 12, 2004 purchase of OMR Systems Corporation and
    OMR Systems International, Ltd. (together OMR),
    which provides treasury processing software and outsourcing
    solutions to banks in Europe and the U.S. and offers
    comprehensive hedge fund administration. We purchased all of the
    outstanding capital stock of OMR for $19.7 million.  The
    Transaction
      Effect of
    the Transaction
     33




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##### Table of Contents



WeightedAverageCarrying


AmortizationValue


Period(In millions)Customer relationships

$
197.1



11.5 yearsCompleted technology

$
55.7



8.5 yearsTrade names

$
17.2



13.9 yearsExchange relationships

$
1.4



10 yearsOther

$
0.7



3 years       Critical
    Accounting Estimates and Assumptions
    Revenue
    Recognition
    No. 97-2, (SOP 97-2)
  out-of-pocket
 34




---



##### Table of Contents



percentage-of-completion man-hours
  Allowance
    for Doubtful Accounts
    Long-lived
    Assets, Intangible Assets and Goodwill
      
    significant underperformance relative to historical or projected
    future operating results;
    significant changes in the manner of our use of the acquired
    assets or the strategy for our overall business; and
    significant negative industry or economic trends.    Acquisition
    Accounting
   35




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##### Table of Contents



Stock-based
    Compensation
    Income
    Taxes
    Results
    of Operations for the Years Ended December 31, 2006, 2005
    and 2004
    Successor


PredecessorPeriod from


Period fromSuccessor


Combined


November 23,


January 1,Year Ended


Year Ended


2005 through


2005 through


Year EndedDecember 31,


December 31,


December 31,


November 22,


December 31,


Percent Change in2006  ,


2005  ,


2005  ,


2005  ,


2004  ,


2006


2005  ,Revenues:Software licenses

$
22,925


$
23,734


$
3,587


$
20,147


$
17,250



(3.4
)%


37.6
%Maintenance


55,222



47,765



3,701



44,064



36,433



15.6



31.1Professional services


19,582



15,085



2,520



12,565



11,320



29.8



33.3Outsourcing


107,740



75,050



7,857



67,193



30,885



43.6



143.0Total revenues

$
205,469


$
161,634


$
17,665


$
143,969


$
95,888



27.1



68.6  36




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##### Table of Contents



Year Ended December 31,2006


2005


2004Revenues:Software licenses


11.2
%


14.7
%


18.0
%Maintenance


26.9



29.6



38.0Professional services


9.5



9.3



11.8Outsourcing


52.4



46.4



32.2   Revenues
      Software
    Licenses
  period-to-period
  Maintenance
   37




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##### Table of Contents



Professional
    Services
    Outsourcing
    Cost of
    Revenues
   38




---



##### Table of Contents



Cost
    of Software License Revenues
    Cost
    of Maintenance Revenues
    Cost
    of Professional Services Revenues
    Cost
    of Outsourcing Revenues
   39




---



##### Table of Contents



Operating
    Expenses
    Selling
    and Marketing
    Research
    and Development
    General
    and Administrative
   40




---



##### Table of Contents



Merger
    Costs Related to the Sale of SS&C
    Interest
    Income, Interest Expense and Other Income, Net
    Provision
    for Income Taxes
    Liquidity
    and Capital Resources
       41




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##### Table of Contents



Runner
      Contractual
    Obligations
    Payments Due by PeriodLess Than








More ThanContractual Obligations

Total


1 Year


1-3 Years


3-5 Years


5 YearsShort-term and long-term debt

$
471,929


$
2,674


$
5,348


$
8,348


$
455,559Interest payments(1)


283,943



46,749



86,744



85,834



64,616Operating lease obligations(2)


48,758



8,098



13,964



11,955



14,741Purchase obligations(3)


3,940



1,754



1,168



509



509Total contractual obligations

$
808,570


$
59,275


$
107,224


$
106,646


$
535,425     (1)
    
    Reflects interest payments on our term loan facility at an
    assumed interest rate of three-month LIBOR of 5.36% plus 2.0%,
    interest payments on our revolving credit facility at an assumed
    interest rate of one-month LIBOR of 5.35% plus 2.75% and
    required interest payment payments on our senior subordinated
    notes of 11.75%.(2)
    
    We are obligated under noncancelable operating leases for office
    space and office equipment. The lease for the corporate facility
    in Windsor, Connecticut was extended in 2006 and now expires in
    2016. We sublease office space under noncancelable leases. We
    received rental income under these leases of $1.4 million,
    $352,000 and $456,000 for the years ended December 31,
    2006, 2005 and 2004, respectively. The effect of the rental
    income to be received in the future has not been included in the
    table above.(3)
    
    Purchase obligations include the minimum amounts committed under
    contracts for goods and services.    Off-Balance
    Sheet Arrangements
    The
    Transaction
   42




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##### Table of Contents



Senior
    Credit Facilities
          113/4% Senior
    Subordinated Notes due 2013
  3 4
      Covenant
    Compliance
   43




---



##### Table of Contents



SuccessorPeriod from



PredecessorNovember 23,



Period fromSuccessor


Combined


2005



January 1Year Ended


Year Ended


through



throughDecember 31,


December 31,


December 31,



November 22,2006


2005


2005



2005(In thousands)Net income

$
1,075


$
1,543


$
831



$
712Interest expense (income), net


47,039



5,951



4,890




1,061Income taxes


(3,789
)


2,658








2,658Depreciation and amortization


27,128



11,876



2,301




9,575EBITDA


71,453



22,028



8,022




14,006Purchase accounting adjustments(1)


3,017



616



616




Merger costs(2)






36,912








36,912Unusual or non-recurring charges(3)


3,326



(894
)


(242
)



(652
)Acquired EBITDA and cost savings(4)


1,147



16,962



201




16,761Stock-based compensation


3,871












Other(5)


1,184



107



107




Consolidated EBITDA, as defined

$
83,998


$
75,731


$
8,704



$
67,027  44




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##### Table of Contents



(1)
    
    Purchase accounting adjustments include the adjustment of
    deferred revenue and lease obligations to fair value at the date
    of the Transaction.(2)
    
    Merger costs include expenses for investment banking, legal and
    accounting services related to the Transaction.(3)
    
    Unusual or non-recurring charges include capital-based taxes
    reflected in general and administrative expenses, foreign
    currency gains and losses, gains and losses on the sales of
    marketable securities, proceeds from legal settlements, costs
    associated with the closing of a regional office and other
    one-time expenses.(4)
    
    Acquired EBITDA reflects the EBITDA impact of significant
    businesses that were acquired during the period as if the
    acquisition occurred at the beginning of the period.(5)
    
    Other includes management fees paid to The Carlyle Group and the
    non-cash portion of straight-line rent expense.    Covenant


ActualRequirements


RatiosMaximum consolidated total
    leverage to Consolidated EBITDA Ratio


7.50
x


5.48xMinimum Consolidated EBITDA to
    consolidated net interest coverage ratio


1.40
x


1.88x   Recent
    Accounting Pronouncement
      Item 7A.
    Quantitative
    and Qualitative Disclosures About Market Risk     45




---



##### Table of Contents



Item 8.
    Financial
    Statements and Supplementary Data    Item 9.
    Changes
    in and Disagreements with Accountants on Accounting and
    Financial Disclosure    Item 9A.
    Controls
    and Procedures  Rules 13a-15(e) 15d-15(e)
  Rules 13a-15(f) 15d-15(f)
  Form 10-K
  Item 9B.
    Other
    Information   46




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##### Table of Contents



PART III  Item 10.
    Directors,
    Executive Officers and Corporate Governance    Name

Age

PositionWilliam C. Stone


51


Chairman of the Board and Chief
    Executive OfficerNormand A. Boulanger


45


President, Chief Operating Officer
    and DirectorPatrick J. Pedonti


55


Senior Vice President and Chief
    Financial OfficerStephen V.R. Whitman


60


Senior Vice President and General
    CounselWilliam A. Etherington


65


DirectorAllan M. Holt


54


DirectorTodd R. Newnam


36


DirectorClaudius (Bud) E. Watts IV


45


Director     William C. Stone
  Normand A. Boulanger
  Patrick J. Pedonti
 47




---



##### Table of Contents



Stephen V. R. Whitman
  William A. Etherington
  Allan M. Holt
  Todd R. Newnam
  Claudius (Bud) E. Watts IV
  Committees
    of our Board of Directors
      Code of
    Ethics
  Form 8-K.
 48




---



##### Table of Contents



Item 11.
    Executive
    Compensation  Compensation
    Discussion and Analysis
      Objectives
    of Our Executive Compensation Program
    
    attract, retain and motivate the best possible executive talent;
    reward successful performance by the executive officers and the
    company; and
    align the interests of executive officers with those of
    Sunshines stockholders by providing long-term equity
    compensation.    Components
    of our Executive Compensation Program
    
    base salary;
    discretionary annual cash bonuses;
    stock option awards;
    perquisites; and
    severance and
    change-of-control
    benefits. 49




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##### Table of Contents



Base
    Salary
      Discretionary
    Annual Cash Bonus
    Stock
    Option Awards
   50




---



##### Table of Contents




    40% of the options are time-based options that vest
    as to 25% of the number of shares underlying the option on
    November 23, 2006 and as to 1/36 of the number of shares
    underlying the option each month thereafter until fully vested
    on November 23, 2009. The time-based options become fully
    vested and exercisable immediately prior to the effective date
    of a liquidity event, as defined;
    40% of the options are performance-based options
    that vest based on the determination by the Sunshine board of
    directors or compensation committee as to whether our earnings
    before interest, taxes, depreciation and amortization, as
    adjusted (EBITDA), for each fiscal year 2006 through 2010
    equals, exceeds or falls short by a certain percentage of the
    EBITDA target for such year. A certain percentage of
    performance-based options will vest immediately prior to the
    effective date of a liquidity event if proceeds from the
    liquidity event equal or exceed specified returns on investments
    in Sunshine made by Mr. Stone and investment funds
    associated with The Carlyle Group, which we refer to
    collectively as our principal stockholders; and
    20% of the options are superior options that vest
    (in whole or in part) only upon a liquidity event if proceeds
    from the liquidity event equal or exceed specified returns on
    investments in Sunshine made by our principal stockholders.      Perquisites
     51




---



##### Table of Contents



Severance
    and
    Change-of-Control
    Benefits
  Form 10-K.
          Accounting
    and Tax Implications
    Compensation
    Committee Report
  Form 10-K.
        Compensation
    Committee Interlocks and Insider Participation
   52




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##### Table of Contents



Summary
    Compensation Table
    All OtherName and




Salary


Bonus


Option Awards


Compensation


TotalPrincipal Position

Year


($)


($)


($)(1)


($)


($)William C. Stone
    Chief Executive Officer


2006


$
500,000


$
895,000


$
597,582


$
3,224
(2)

$
1,995,806Normand A. Boulanger
    Chief Operating Officer


2006



350,000



440,000



448,188



3,264
(3)


1,241,452Patrick J. Pedonti
    Chief Financial Officer


2006



200,000



165,000



224,094



3,160
(4)


592,254Stephen V.R. Whitman
    General Counsel


2006



190,000



100,000



119,515



3,264
(5)


412,779Kevin Milne
    Senior Vice President  International(6)


2006



317,867











148,765
(7)


466,632     (1)
    
    The amounts in this column reflect the dollar amounts recognized
    for financial statement reporting purposes for 2006 in
    accordance with Financial Accounting Standards Board Statement
    of Financial Accounting Standards No. 123 (revised 2004),
    Share-Based Payment, or FAS 123R, for options to
    purchase shares of Sunshine common stock granted under
    Sunshines 2006 Equity Incentive Plan. The amounts
    disregard the estimate of forfeitures related to service-based
    vesting and are based on assumptions included in Note 10 of
    the notes to our consolidated financial statements for the
    fiscal year ended December 31, 2006 included in this Annual
    Report on
    Form 10-K.(2)
    
    Consists of our contribution of $3,000 to Mr. Stones
    account under the SS&C 401(k) savings plan and our payment
    of $224 of long-term disability premiums for the benefit of
    Mr. Stone.(3)
    
    Consists of our contribution of $3,000 to
    Mr. Boulangers account under the SS&C 401(k)
    savings plan and our payment of $264 of long-term disability
    premiums for the benefit of Mr. Boulanger.(4)
    
    Consists of our contribution of $3,000 to
    Mr. Pedontis account under the SS&C 401(k)
    savings plan and our payment of $160 of long-term disability
    premiums for the benefit of Mr. Pedonti.(5)
    
    Consists of our contribution of $3,000 to
    Mr. Whitmans account under the SS&C 401(k)
    savings plan and our payment of $264 of long-term disability
    premiums for the benefit of Mr. Whitman.(6)
    
    Amounts based on the pound-dollar exchange rate as of
    October 31, 2006 of 1.9072.(7)
    
    Mr. Milnes employment was terminated effective
    October 31, 2006. In connection with such termination,
    Mr. Milne received an aggregate of $148,765, consisting of
    $95,360 in lieu of three months notice of termination,
    $411 in lieu of benefits Mr. Milne would have received
    during the notice period, a severance payment of $29,341 and
    accrued vacation pay of $23,653. 53




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##### Table of Contents



2006
    Grants of Plan-Based Awards
    All OtherEstimated Future


Option Awards:Payouts Under


Number ofEquity Incentive


Securities


Exercise or Base


Grant Date FairPlan Awards


Underlying


Price of Option


Value of OptionName

Grant Date (1)


Target (#)


Options (#)


Awards ($/Sh)


Awards(5)William C. Stone


8/9/06







70,993
(2)

$
74.50


$
31.088/9/06



70,993
(3)






74.50



32.988/9/06



35,496
(4)






74.50



21.23Normand A. Boulanger


8/9/06







53,245
(2)


74.50



31.088/9/06



53,245
(3)






74.50



32.988/9/06



26,622
(4)






74.50



21.23Patrick J. Pedonti


8/9/06







26,623
(2)


74.50



31.088/9/06



26,622
(3)






74.50



32.988/9/06



13,311
(4)






74.50



21.23Stephen V.R. Whitman


8/9/06







14,199
(2)


74.50



31.088/9/06



14,198
(3)






74.50



32.988/9/06



7,099
(4)






74.50



21.23Kevin Milne


8/9/06







8,874
(2)


74.50



31.088/9/06



8,874
(3)






74.50



32.988/9/06



4,437
(4)






74.50



21.23     (1)
    
    Awarded under Sunshines 2006 Equity Incentive Plan.(2)
    
    This option is a time-based option that vests as to 25% of the
    number of shares underlying the option on November 23, 2006
    and as to 1/36 of the number of shares underlying the option
    each month thereafter until fully vested on November 23,
    2009. The time-based options become fully vested and exercisable
    immediately prior to the effective date of a liquidity event, as
    defined.(3)
    
    This option is a performance-based option that vests based on
    the determination by Sunshines board of directors or
    compensation committee as to whether our EBITDA for each fiscal
    year 2006 through 2010 equals, exceeds or falls short by a
    certain percentage of the EBITDA target for such year. A certain
    percentage of performance-based options will vest immediately
    prior to the effective date of a liquidity event if proceeds
    from the liquidity event equal or exceed specified returns on
    investments in Sunshine made by our principal stockholders.(4)
    
    This option is a superior option that vests (in whole or in
    part) only upon a liquidity event if proceeds from the liquidity
    event equal or exceed specified returns on investments in
    Sunshine made by our principal stockholders.(5)
    
    Represents the grant date fair value of each option award
    computed in accordance with FAS 123R.  Employment
    and Related Agreements
    
    The employment of Mr. Stone as the chief executive officer
    of Sunshine and SS&C;
    An initial term through November 23, 2008, with automatic
    one-year renewals until terminated either by Mr. Stone or
    Sunshine; 54




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##### Table of Contents




    An annual base salary of at least $500,000;
    An opportunity to receive an annual bonus in an amount to be
    established by the board of directors of Sunshine based on
    achieving individual and company performance goals mutually
    determined by such board of directors and Mr. Stone. If
    Mr. Stone is employed at the end of any calendar year, his
    annual bonus will not be less than $450,000 for that year;
    A grant of options to purchase shares of common stock of
    Sunshine representing 2% of the outstanding common stock of
    Sunshine on November 23, 2005;
    Certain severance payments and benefits. If Sunshine terminates
    Mr. Stones employment without cause, if
    Mr. Stone resigns for good reason (including, under certain
    circumstances, within three months following a Change of Control
    (as defined in the employment agreement)) prior to the end of
    the term of the employment agreement, or if Mr. Stone
    receives a notice of non-renewal of the employment term by
    Sunshine, Mr. Stone will be entitled to receive (1) an
    amount equal to 200% of his base salary and 200% of his target
    annual bonus, (2) vesting acceleration with respect to 50%
    of his then unvested options and shares of restricted stock, and
    (3) three years of coverage under SS&Cs medical,
    dental and vision benefit plans. In the event of
    Mr. Stones death or a termination of
    Mr. Stones employment due to any disability that
    renders Mr. Stone unable to perform his duties under the
    agreement for six consecutive months, Mr. Stone or his
    representative or heirs, as applicable, will be entitled to
    receive (1) vesting acceleration with respect to 50% of his
    then unvested options and shares of restricted stock, and
    (2) a pro-rated amount of his target annual bonus. In the
    event payments to Mr. Stone under his employment agreement
    (or the management agreement entered into in connection with the
    Transaction) cause Mr. Stone to incur a 20% excise tax
    under Section 4999 of the Internal Revenue Code,
    Mr. Stone will be entitled to an additional payment
    sufficient to cover such excise tax and any taxes associated
    with such payments; and
    Certain restrictive covenants, including a non-competition
    covenant pursuant to which Mr. Stone will be prohibited
    from competing with SS&C and its affiliates during his
    employment and for a period equal to the later of (1) four
    years following the effective time of the merger, in the case of
    a termination by Sunshine for cause or a resignation by
    Mr. Stone without good reason, and (2) two years
    following Mr. Stones termination of employment for
    any reason.  10-K.
   55




---



##### Table of Contents



2006
    Outstanding Equity Awards at Fiscal Year-End
    Equity IncentiveNumber of


Number of


Plan Awards:Securities


Securities


Number of SecuritiesUnderlying


Underlying


UnderlyingUnexercised


Unexercised


UnexercisedOptions (#)


Options (#)


Unearned Options


Option Exercise


Option ExpirationName

Exercisable


Unexercisable


(#)(3)


Price ($)


DateWilliam C. Stone


75,000
(1)









$
7.334



2/17/201075,000
(1)










6.60



5/31/2011150,000
(1)










15.986



4/8/201319,720
(2)


51,273
(2)






74.50



8/9/2016







70,993
(3)


74.50



8/9/2016







35,496
(4)


74.50



8/9/2016Normand A. Boulanger


25,000
(1)










35.70



10/18/201437,500
(1)










14.962



2/6/201314,790
(2)


38,455
(2)






74.50



8/9/2016







53,245
(3)


74.50



8/9/2016







26,622
(4)


74.50



8/9/2016Patrick J. Pedonti


15,000
(1)










16.56



8/1/20127,395
(2)


19,228
(2)






74.50



8/9/2016







26,622
(3)


74.50



8/9/2016







13,311
(4)


74.50



8/9/2016Stephen V.R.Whitman


7,461
(1)










14.962



2/6/20133,944
(2)


10,255
(2)






74.50



8/9/2016







14,198
(3)


74.50



8/9/2016







7,099
(4)


74.50



8/9/2016Kevin Milne(5)


















     (1)
    
    These options were granted under the 1998 Plan and are fully
    vested.(2)
    
    This option is a time-based option awarded under Sunshines
    2006 Equity Incentive Plan that vests as to 25% of the number of
    shares underlying the option on November 23, 2006 and as to
    1/36 of the number of shares underlying the option each month
    thereafter until fully vested on November 23, 2009. The
    time-based options become fully vested and exercisable
    immediately prior to the effective date of a liquidity event, as
    defined.(3)
    
    This option is a performance-based option awarded under
    Sunshines 2006 Equity Incentive Plan that vests based on
    the determination by Sunshines board of directors or
    compensation committee as to whether our EBITDA for each fiscal
    year 2006 through 2010 equals, exceeds or falls short by a
    certain percentage of the EBITDA target for such year. A certain
    percentage of performance-based options will vest immediately
    prior to the effective date of a liquidity event if proceeds
    from the liquidity event equal or exceed specified returns on
    investments in Sunshine made by our principal stockholders.(4)
    
    This option is a superior option awarded under Sunshines
    2006 Equity Incentive Plan that vests (in whole or in part) only
    upon a liquidity event if proceeds from the liquidity event
    equal or exceed specified returns on investments in Sunshine
    made by our principal stockholders.(5)
    
    All options held by Mr. Milne were unvested at the date of
    his termination and forfeited at that time.  Potential
    Payments Upon Termination or
    Change-in-Control
  William
    C. Stone
   56




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##### Table of Contents



WithoutPayments to

Cause, For


For Cause orWilliam C. Stone

Good Reason


WithoutUpon Termination

or Upon Notice


Good Reasonor Liquidity Event

of Non-Renewal


(1)


Liquidity Event(2)


Disability


DeathBase salary

$
1,000,000
(3)

$



$



$



$
Target annual bonus


900,000
(4)










450,000
(5)


450,000
(5)Stock Options(6)



(7)











(7)



(7)Health and welfare benefits


33,986
(8)














Tax gross up payment


2,363,761
(9)














Disability benefits


















Life insurance proceeds


















Total

$
4,297,747


$



$



$
450,000


$
450,000     (1)
    
    In the event that Mr. Stones employment is terminated
    for cause or without good reason, he will be entitled to unpaid
    base salary through the date of the termination, payment of any
    annual bonus earned with respect to a completed fiscal year of
    SS&C that is unpaid as of the date of termination and any
    benefits due to him under any employee benefit plan, policy,
    program, arrangement or agreement.(2)
    
    Liquidity event is defined in Sunshines 2006 Equity
    Incentive Plan. Time-based options will become fully vested and
    exercisable immediately prior to the effective date of a
    liquidity event. Performance-based options will vest in whole or
    in part immediately prior to the effective date of a liquidity
    event if proceeds from the liquidity event equal or exceed a
    certain target. The vesting of superior options will be
    determined based on the extent to which proceeds from a
    liquidity event equal or exceed a certain target. Because the
    exercise price of all of Mr. Stones unvested options
    is equal to the fair market value of such options as of
    December 31, 2006, Mr. Stone would not have recognized
    any value from the acceleration of vesting and exercise of such
    options.(3)
    
    Consists of 200% of 2006 base salary payable promptly upon
    termination.(4)
    
    Consists of 200% of 2006 target annual bonus payable promptly
    upon termination. The compensation committee did not set a
    formal 2006 target annual bonus for Mr. Stone. The figure
    used for the 2006 target annual bonus is $450,000, the minimum
    annual bonus specified for Mr. Stone in his employment
    agreement.(5)
    
    Consists of a cash payment equal to the amount of
    Mr. Stones target annual bonus for 2006, payable
    within 30 business days of termination. The compensation
    committee did not set a formal 2006 target annual bonus for
    Mr. Stone. The figure used for the 2006 target annual bonus
    is $450,000, the minimum annual bonus specified for
    Mr. Stone in his employment agreement.(6)
    
    Based upon an exercise price of $74.50 per share and a fair
    market price of $74.50 per share as of December 31, 2006.(7)
    
    Vesting acceleration with respect to unvested options to
    purchase an aggregate of 79,127 shares of Sunshine common
    stock, which is equal to 50% of all unvested options held by
    Mr. Stone on December 31, 2006. Because the exercise
    price of such options is equal to the fair market value of such
    options as of December 31, 2006, Mr. Stone would not
    have recognized any value from the acceleration of vesting and
    exercise of such options.(8)
    
    Represents three years of coverage under SS&Cs
    medical, dental and vision benefit plans.(9)
    
    In the event that the severance and other benefits provided for
    in Mr. Stones employment agreement or otherwise
    payable to him in connection with a change in control constitute
    parachute payments within the meaning of
    Section 280G of the Inernal Revenue Code of 1986 and will
    be subject to the excise tax imposed by Section 4999 of the
    Code, then Mr. Stone shall receive (a) a payment from
    Sunshine sufficient to pay such excise tax, and (b) an
    additional payment from Sunshine sufficient to pay the excise
    tax and federal and state income taxes arising from the payments
    made by Sunshine to Mr. Stone pursuant to this sentence. 57




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##### Table of Contents



Kevin
    Milne
    Other
    Named Executive Officers
      Number of Shares Underlying


Value of UnvestedName

Unvested Options (#)


Options ($)(1)Normand A. Boulanger


118,692



Patrick J. Pedonti


59,346



Stephen V.R. Whitman


31,651



     (1)
    
    The value of unvested options was calculated by multiplying the
    number of shares underlying unvested options by $74.50, the fair
    market value of Sunshines common stock on
    December 31, 2006, and then deducting the aggregate
    exercise price for these options. Because the exercise price of
    such options is equal to the fair market value of such options
    as of December 31, 2006, Messrs. Boulanger, Pendonti
    and Whitman would not have recognized any value from the
    acceleration of vesting and exercise of such options.  2006
    Director Compensation
  out-of-pocket
  Fees Earned orPaid in Cash


Option Awards


TotalName

($)(1)


($)(2)


($)William Etherington

$
27,500


$
77,700


$
105,200  58




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##### Table of Contents



(1)
    
    For his service as a director, Mr. Etherington is paid an
    annual retainer fee of $25,000 and $2,500 for each board meeting
    attended in person. Mr. Etherington was paid an aggregate
    of $27,500 for his service as a director in 2006.(2)
    
    Upon his election to the board of directors,
    Mr. Etherington was granted an option to purchase
    2,500 shares of common stock of Sunshine at an exercise
    price per share of $74.50. Such option was 100% vested on the
    date of grant. This option, which was outstanding at
    December 31, 2006, had a calculated fair value of $31.08
    per underlying share, representing a total grant date fair value
    of $77,700. The amount in this column reflects the dollar amount
    recognized for financial statement reporting purposes for the
    year ended December 31, 2006 in accordance with
    FAS 123R. A discussion of the assumptions used in
    calculating the amount in this column may be found in
    Note 10 to our audited consolidated financial statements
    for the year ended December 31, 2006 included in this
    Annual Report on
    Form 10-K.  Item 12.
    Security
    Ownership of Certain Beneficial Owners and Management and
    Related Stockholder Matters      
    Each person or group known to beneficially own more than 5% of
    the common stock;
    Each of the named executive officers in the Summary Compensation
    Table;
    Each of our directors; and
    All of our directors and executive officers as a group.      Shares Owned(1)Name of Beneficial Owner

Number


PercentageTCG Holdings, L.L.C.(2)


5,114,095



68.1
%William A. Etherington(3)


2,500



*Allan M. Holt(4)






Claudius (Bud) E. Watts IV(4)






Todd Newnam(4)






William C. Stone(5)


2,283,164



30.4
%Normand A. Boulanger(6)


79,138



1.1
%Patrick J. Pedonti(7)


23,321



*Stephen V.R. Whitman(8)


11,899



*Kevin Milne






All Directors and Executive
    Officers as a Group(9)


2,400,022



31.9
%     *
    
    Less than 1%(1)
    
    Includes shares held in the beneficial owners name or
    jointly with others, or in the name of a bank, nominee or
    trustee for the beneficial owners account. Unless
    otherwise indicated in the footnotes to this table and subject
    to 59




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##### Table of Contents



community property laws where applicable, we believe that each
    stockholder named in this table has sole voting and investment
    power with respect to the shares indicated as beneficially
    owned. Beneficial ownership includes any shares as to which the
    individual has sole or shared voting power or investment power
    and also any shares which the individual has the right to
    acquire either currently or at any time within the
    60-day
    period following December 31, 2006 through the exercise of
    any stock option or other right. The inclusion herein of such
    shares, however, does not constitute an admission that the named
    stockholder is a direct or indirect beneficial owner of such
    shares.(2)
    
    TC Group IV, L.P. is the sole general partner of Carlyle
    Partners IV, L.P. and CP IV Coinvestment, L.P., the record
    holders of 4,915,571 and 198,524 shares of common stock of
    Holdings, respectively. TC Group IV, L.L.C. is the sole general
    partner of TC Group IV, L.P. TC Group, L.L.C. is the sole
    managing member of TC Group IV, L.L.C. TCG Holdings, L.L.C. is
    the sole managing member of TC Group, L.L.C. Accordingly, TC
    Group IV, L.P., TC Group IV, L.L.C., TC Group, L.L.C. and TCG
    Holdings, L.L.C. each may be deemed owners of shares of common
    stock of Holdings owned of record by each of Carlyle Partners
    IV, L.P. and CP IV Coinvestment, L.P. William E.
    Conway, Jr., Daniel A. DAniello and David M.
    Rubenstein are managing members of TCG Holdings, L.L.C. and, in
    such capacity, may be deemed to share beneficial ownership of
    shares of common stock of Holdings beneficially owned by TCG
    Holdings, L.L.C. Such individuals expressly disclaim any such
    beneficial ownership. The principal address and principal
    offices of TCG Holdings, L.L.C. and certain affiliates is
    c/o The Carlyle Group, 1001 Pennsylvania Avenue, N.W.,
    Suite 220 South, Washington, D.C.
    20004-2505.(3)
    
    Includes 2,500 shares subject to outstanding stock options
    exercisable on December 31, 2006.(4)
    
    Messrs. Holt, Watts and Newnam, as employees of The Carlyle
    Group, do not directly or indirectly have or share voting or
    investment power or have or share the ability to influence
    voting or investment power over the shares shown as beneficially
    owned by TCG Holdings, L.L.C.(5)
    
    Consists of 322,185 shares subject to outstanding stock
    options exercisable on or within the
    60-day
    period following December 31, 2006. The principal address
    of Mr. Stone is c/o SS&C Technologies, Inc.,
    80 Lamberton Road, Windsor, CT 06095.(6)
    
    Consists of 79,138 shares subject to outstanding stock
    options exercisable on or within the
    60-day
    period following December 31, 2006.(7)
    
    Consists of 23,321 shares subject to outstanding stock
    options exercisable on or within the
    60-day
    period following December 31, 2006.(8)
    
    Consists of 11,899 shares subject to outstanding stock
    options exercisable on or within the
    60-day
    period following December 31, 2006.(9)
    
    Includes 439,043 shares subject to outstanding stock
    options exercisable on or within the
    60-day
    period following December 31, 2006.  Equity
    Compensation Plan Information
    Number of SecuritiesNumber of Securities





Remaining Availableto be Issued Upon


Weighted-Average


for Future IssuanceExercise of


Exercise Price of


Under EquityPlan Category

Outstanding Options


Outstanding Options


Compensation PlansEquity compensation plans approved
    by security holders


1,613,446


$
57.37



181,121Equity compensation plans not
    approved by security holders










Total


1,613,446


$
57.37



181,121  60




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##### Table of Contents



Item 13.
    Security
    Certain Relationships and Related Transactions  Transactions
    with Related Persons
  Carlyle
    Management Agreement
    RLI
    Insurance Company
    Other
    Transactions
    Review,
    Approval or Ratification of Transactions with Related
    Persons
    Director
    Independence
    Item 14.
    Principal
    Accountant Fees and Services    Fiscal


FiscalFee Category

2006


2005Audit Fees(1)

$
593,942


$
587,470Audit-Related Fees(2)


210,726



532,091Tax Fees(3)


569,120



505,840All Other Fees(4)


1,500



1,500Total Fees

$
1,375,288


$
1,626,901     (1)
    
    Audit fees consist of fees for the audit of our financial
    statements, the review of the interim financial statements
    included in our quarterly reports on
    Form 10-Q,
    and services related to our filing of
    Form S-4
    such as the issuance of comfort letters and consents. 61




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##### Table of Contents



(2)
    
    Audit-related fees consist of fees for assurance and related
    services that are reasonably related to the performance of the
    audit and the review of our financial statements and which are
    not reported under Audit Fees. These services relate
    to accounting consultations in connection with acquisitions and
    the Transaction, procedures performed for SAS 70 reports,
    attest services that are not required by statute or regulation
    and consultations concerning internal controls, financial
    accounting and reporting standards. None of the audit-related
    fees billed in 2005 or 2006 related to services provided under
    the de minimis exception to the audit committee pre-approval
    requirements.(3)
    
    Tax fees consist of fees for tax compliance, tax advice and tax
    planning services. Tax compliance services, which relate to
    preparation of original and amended tax returns, claims for
    refunds and tax payment-planning services, accounted for
    $272,300 of the total tax fees billed in 2006 and $125,000 of
    the total tax fees billed in 2005. Tax advice and tax planning
    services relate to assistance with tax audits and appeals, tax
    advice related to acquisitions and requests for rulings or
    technical advice from taxing authorities. None of the tax fees
    billed in 2005 or 2006 related to services provided under the de
    minimis exception to the audit committee pre-approval
    requirements.(4)
    
    All other fees for Fiscal 2006 and Fiscal 2005 consist of the
    licensing of accounting and finance research technology owned by
    PricewaterhouseCoopers LLP. None of the all other fees billed in
    2005 or 2006 were provided under the de minimis exception to the
    audit committee pre-approval requirements.  Audit
    Committee Pre-Approval Policies and Procedures
   62




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##### Table of Contents



PART IV  Item 15.
    Exhibits
    and Financial Statement Schedules  (a)
  Financial Statements
    Document

PageReports of
    Independent Registered Public Accounting Firm


F-1Consolidated Financial Statements:Consolidated
    Balance Sheets as of December 31, 2006 and 2005
    (Successor)


F-2Consolidated
    Statements of Operations for the year ended December 31,
    2006 (Successor), for the period from November 23, 2005
    through December 31, 2005 (Successor), for the period from
    January 1, 2005 through November 22, 2005
    (Predecessor) and for the year ended December 31, 2004
    (Predecessor)


F-3Consolidated
    Statements of Cash Flows for the year ended December 31,
    2006 (Successor), for the period from November 23, 2005
    through December 31, 2005 (Successor), for the period from
    January 1, 2005 through November 22, 2005
    (Predecessor) and for the year ended December 31, 2004
    (Predecessor)


F-4Consolidated
    Statements of Changes in Stockholders Equity for the year
    ended December 31, 2004 (Predecessor), for the period from
    January 1, 2005 through November 22, 2005
    (Predecessor), for the period from November 23, 2005
    through December 31, 2005 (Successor) and for the year
    ended December 31, 2006 (Successor)


F-5Notes to
    Consolidated Financial Statements


F-6   Financial Statement Schedules
    Exhibits
   63




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##### Table of Contents



SIGNATURES      By:
    /s/  William
    C. Stone         Signatures

Title

Date/s/  William
    C. StoneWilliam
    C. Stone

Chairman of the Board and
    Chief Executive Officer
    (Principal Executive Officer)

April 2, 2007/s/  Patrick
    J. PedontiPatrick
    J. Pedonti

Senior Vice President and
    Chief Financial Officer
    (Principal Financial and
    Accounting Officer)

April 2, 2007/s/  Normand
    A. BoulangerNormand
    A. Boulanger

Director

April 2, 2007/s/  William
    A. EtheringtonWilliam
    A. Etherington

Director

April 2, 2007/s/  Allan
    M. HoltAllan
    M. Holt

Director

April 2, 2007/s/  Todd
    R. NewnamTodd
    R. Newnam

Director

April 2, 2007/s/  Claudius
    E. Watts, IVClaudius
    E. Watts, IV

Director

April 2, 2007  64




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##### Table of Contents



REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
  To the Board
    of Directors and Stockholder of SS&C Technologies, Inc.
      
  
 REPORT OF
    INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM      
  
 F-1




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##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  CONSOLIDATED
    BALANCE SHEETS
  SuccessorDecember 31,


December 31,2006


2005(In thousands, except per share data)ASSETSCurrent assets:Cash and cash equivalents

$
11,718


$
15,584Accounts receivable, net of
    allowance for doubtful accounts of $1,670 and $2,092,
    respectively (Note 3)


31,695



32,862Income taxes receivable






8,176Prepaid expenses and other current
    assets


7,823



6,236Total current assets


51,236



62,858Property and equipment:Leasehold improvements


2,850



2,422Equipment, furniture, and fixtures


12,168



8,29815,018



10,720Less accumulated depreciation


(4,999
)


(431
)Net property and equipment


10,019



10,289Goodwill


820,470



818,180Intangible and other assets, net
    of accumulated amortization of $24,260 and $1,870, respectively


270,796



285,044Total assets

$
1,152,521


$
1,176,371LIABILITIES AND
    STOCKHOLDERS EQUITYCurrent liabilities:Current portion of long-term debt
    (Note 6)

$
5,694


$
10,438Accounts payable


2,305



2,367Income taxes payable


191



Accrued employee compensation and
    benefits


8,961



9,048Other accrued expenses


7,157



8,769Interest payable


2,177



3,082Deferred income taxes (Note 5)


384



1,305Deferred maintenance and other
    revenue


25,679



20,566Total current liabilities


52,548



55,575Long-term debt, net of current
    portion (Note 6)


466,235



478,143Other long-term liabilities


1,088



1,257Deferred income taxes (Note 5)


69,518



84,263Total liabilities


589,389



619,238Commitments and contingenciesStockholders equity
    (Notes 4 and 10):Common stock, $0.01 par
    value, 1 share authorized; 1 share issued and
    outstanding






Additional paid-in capital


559,527



554,965Accumulated other comprehensive
    income


1,699



1,337Retained earnings


1,906



831Total stockholders equity


563,132



557,133Total liabilities and
    stockholders equity

$
1,152,521


$
1,176,371    F-2




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##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  CONSOLIDATED
    STATEMENTS OF OPERATIONS
  Successor



PredecessorPeriod from



Period fromNovember 23,



January 1,2005



2005Year Ended


through



through


Year EndedDecember 31,


December 31,



November 22,


December 31,2006


2005



2005


2004(In thousands)Revenues:Software licenses

$
22,925


$
3,587



$
20,147


$
17,250Maintenance


55,222



3,701




44,064



36,433Professional services


19,582



2,520




12,565



11,320Outsourcing


107,740



7,857




67,193



30,885Total revenues


205,469



17,665




143,969



95,888Cost of revenues:Software licenses


9,216



856




2,963



2,258Maintenance


20,415



1,499




10,393



8,462Professional services


12,575



861




7,849



6,606Outsourcing


57,810



4,411




37,799



16,444Total cost of revenues


100,016



7,627




59,004



33,770Gross profit


105,453



10,038




84,965



62,118Operating expenses:Selling and marketing


17,598



1,364




13,134



10,734Research and development


23,620



2,071




19,199



13,957General and administrative


20,366



1,140




11,944



8,014Merger costs related to the sale
    of SS&C











36,912



Total operating expenses


61,584



4,575




81,189



32,705Operating income


43,869



5,463




3,776



29,413Interest income


388



30




1,031



1,528Interest expense


(47,427
)


(4,920
)



(2,092
)


Other income, net


456



258




655



99(Loss) income before income taxes


(2,714
)


831




3,370



31,040(Benefit) provision for income
    taxes (Note 5)


(3,789
)







2,658



12,030Net income

$
1,075


$
831



$
712


$
19,010    F-3




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##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  CONSOLIDATED
    STATEMENTS OF CASH FLOWS
  Successor



PredecessorPeriod from



Period fromNovember 23,



January 1,2005



2005Year Ended


through



through


Year EndedDecember 31,


December 31,



November 22,


December 31,2006


2005



2005


2004(In thousands)Cash flow from operating activities:Net income

$
1,075


$
831



$
712


$
19,010Adjustments to reconcile net income
    to net cash provided by operating activities:Depreciation and amortization


27,128



2,301




9,575



4,593Stock compensation expense


3,871












Foreign exchange gains on debt


(15
)











Amortization of loan origination
    costs


2,754



159




82



Equity earnings in long-term
    investment


(456
)











Net realized (gains) losses on
    equity investments











(641
)


26Loss (gain) on sale or disposition
    of property and equipment


4



(15
)



15



(7
)Deferred income taxes


(10,112
)


(1,107
)



(337
)


1,134Provision for doubtful accounts


424



41




945



(378
)Income tax benefit related to
    exercise of stock options











3,177



2,720Changes in operating assets and
    liabilities, excluding effects from acquisitions:Accounts receivable


2,509



(395
)



(5,442
)


1,664Prepaid expenses and other assets


(2,044
)


(798
)



(1,287
)


271Income taxes receivable


7,844



654




(8,286
)


Accounts payable


(114
)


(801
)



240



(340
)Accrued expenses


(3,088
)


4,178




34,891



2,596Income taxes payable


(247
)


(3
)



(619
)


521Deferred maintenance and other
    revenue


1,176



(130
)



(909
)


(3,286
)Net cash provided by operating
    activities


30,709



4,915




32,116



28,524Cash flow from investing activities:Additions to property and equipment


(4,223
)


(276
)



(2,488
)


(1,345
)Proceeds from sale of property and
    equipment


1



15




3



7Cash paid for business
    acquisitions, net of cash acquired (Note 11)


(13,979
)







(207,919
)


(23,541
)Additions to capitalized software


(425
)











Acquisition of SS&C






(877,000
)







Purchase of long-term investment











(2,000
)


Purchases of marketable securities











(88,250
)


(165,556
)Sales of marketable securities











190,159



101,215Net cash used in investing
    activities


(18,626
)


(877,261
)



(110,495
)


(89,220
)Cash flow from financing activities:Cash received from other borrowings


17,400








83,000



Repayment of debt and acquired debt


(34,518
)


(2,345
)



(8,016
)


Issuance of common stock











930



74,795Exercise of options











2,549



2,203Purchase of common stock for
    treasury











(5,584
)


Transactions involving Sunshine
    Acquisition Corporation common stock


691












Cash received from borrowings for
    the Transaction






490,000








Investment by Sunshine Acquisition
    Corporation






381,000








Common stock dividends











(3,718
)


(2,924
)Net cash (used in) provided by
    financing activities


(16,427
)


868,655




69,161



74,074Effect of exchange rate changes on
    cash


478



26




(446
)


274Net (decrease) increase in cash and
    cash equivalents


(3,866
)


(3,665
)



(9,664
)


13,652Cash and cash equivalents,
    beginning of period


15,584



19,249




28,913



15,261Cash and cash equivalents, end of
    period

$
11,718


$
15,584



$
19,249


$
28,913Supplemental disclosure of cash
    flow informationInterest paid

$
45,094


$
2,702



$
1,872


$
9Income tax refunds, net of payments

$
(635
)

$




$



$
Income taxes paid, net of refunds

$



$
407



$
7,441


$
7,713Supplemental disclosure of non-cash
    investing activitiesSee Note 11 for a discussion
    of acquisitionsSupplemental disclosure of non-cash
    financing activitiesDividends declared but not paid














$
1,850    F-4




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  CONSOLIDATED
    STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY
 For the Year Ended December 31, 2004, the Periods
    January 1, 2005 through November 22, 2005 and
    November 23, 2005 through December 31, 2005 and the
    Year Ended December 31, 2006
  Common Stock








AccumulatedNumber





Additional





Other





Totalof Issued





Paid-in


Retained


Comprehensive


Treasury


StockholdersShares


Amount


Capital


Earnings


Income


Stock


Equity(In thousands, except per share amounts)PredecessorBalance, at December 31, 2003


26,806


$
268


$
105,359


$
8,793


$
588


$
(53,420
)

$
61,588Exercise of options


391



4



2,199















2,203Issuance of common stock


4,079



41



74,754















74,795Cash dividends declared 
    $0.22 per share














(4,774
)










(4,774
)Income tax benefit related to
    exercise of stock options










2,720















2,720Net income














19,010











19,010Foreign exchange translation
    adjustment


















263







263Change in unrealized gain on
    investments, net of tax


















289







289Balance, at December 31, 2004


31,276


$
313


$
185,032


$
23,029


$
1,140


$
(53,420
)

$
156,094Exercise of options


390



4



2,545















2,549Issuance of common stock


406



4



10,220















10,224Issuance of warrants










691















691Purchase of common stock






















(5,584
)


(5,584
)Cash dividends declared 
    $0.08 per share














(1,868
)










(1,868
)Income tax benefit related to
    exercise of stock options










3,177















3,177Net income














712











712Foreign exchange translation
    adjustment


















7,215







7,215Change in unrealized gain on
    investments, net of tax


















(654
)






(654
)Balance, at November 22, 2005


32,072


$
321


$
201,665


$
21,873


$
7,701


$
(59,004
)

$
172,556SuccessorInvestment by Sunshine Acquisition
    Corporation


1


$



$
554,965


$



$



$



$
554,965Net income














831











831Foreign exchange translation
    adjustment


















1,232







1,232Change in unrealized gain on
    interest rate swaps, net of tax


















105







105Balance, at December 31, 2005


1


$



$
554,965


$
831


$
1,337


$



$
557,133Stock-based compensation expense










3,871















3,871Net income














1,075











1,075Foreign exchange translation
    adjustment


















(273
)






(273
)Change in unrealized gain on
    interest rate swaps, net of tax


















635







635Exercise of stock options and
    issuance of Sunshine Acquisition Corporation common stock, net










691















691Balance, at December 31, 2006


1


$



$
559,527


$
1,906


$
1,699


$



$
563,132    F-5




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS
  1.
    Organization      stepped-up
      SourcesSenior credit facilitiesRevolving credit facility

$
10,000Term loan facility


275,000Senior subordinated notes due 2013


205,000Cash on hand


6,000Equity contribution 
    cash


381,000Equity contribution 
    non-cash


173,965Total sources

$
1,050,965   UsesConsideration paid to stockholders
    and optionholders

$
768,416Repayment of existing debt and
    legal fees


75,153Converted share and option
    consideration


173,965Transaction costs


33,431Total uses

$
1,050,965  F-6




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        Assets acquired, net of cash
    received

$
235,088Completed technology


55,700Acquired client contracts and
    relationships


197,100Trade names


17,200Other intangible assets


2,070Goodwill


806,587Deferred income taxes


(79,817
)Debt assumed


(75,000
)Other liabilities assumed


(107,963
)Total purchase price


1,050,965Non-cash equity contribution


(173,965
)Cash used in acquisition of
    SS&C

$
877,000     build-up build-up
       F-7




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
               2.
    Summary
    of Significant Accounting Policies  Use of
    Estimates
    Principles
    of Consolidation
    Revenue
    Recognition
  No. 97-2, (SOP 97-2), SOP 97-2 SOP 97-2,
   F-8




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
       License
    Revenue
  SOP 97-2 SOP 98-9, SOP 97-2,
  percentage-of-completion man-hours contract-by-contract
  Maintenance
    Agreements
  when-and-if-available
  Professional
    Services
    Outsourcing
    Services
   F-9




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Research
    and Development
      Stock-based
    Compensation
  Successor
    Predecessor
   F-10




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    PredecessorPeriod FromJanuary 1throughNovember 23,2005


2004Net income, as reported

$
712


$
19,010Add back: compensation expense
    recorded in period


31,700



Deduct: total stock-based employee
    compensation determined under fair value based method for all
    awards, net of related tax effects


(3,473
)


(1,293
)Net income, pro forma

$
28,939


$
17,717   Income
    Taxes
    Cash
    and Cash Equivalents
    Property
    and Equipment
    Description

Useful LifeEquipment

3-5 yearsFurniture and fixtures

7-10 yearsLeasehold improvements

Shorter of lease term or estimated
    useful life       Goodwill
    and Intangible Assets
   F-11




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     Balance at December 31, 2005

$
818,180Adjustments related to the
    Transaction


(9,045
)2006 acquisitions


11,891Adjustments to previous
    acquisitions


(67
)Effect of foreign currency
    translation


(489
)Balance at December 31, 2006

$
820,470         2007

$
28,8732008


28,7862009


28,1582010


27,1452011


25,818$
138,780   Impairment
    of Long-Lived Assets
    Concentration
    of Credit Risk
   F-12




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   International
    Operations and Foreign Currency
    Derivative
    Instruments
          Comprehensive
    Income
   F-13




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     Successor


PredecessorPeriod from


Period fromNovember 23


January 1through


throughDecember 31,


November 22,2006


2005


2005


2004Net income

$
1,075


$
831


$
712


$
19,010Foreign currency translation
    (losses) gains


(273
)


1,232



7,215



263Unrealized gains on interest rate
    swaps


635



105







Unrealized gains (losses) on
    marketable securities










(654
)


289Total comprehensive income

$
1,437


$
2,168


$
7,273


$
19,562     Recent
    Accounting Pronouncement
     F-14




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   3.
    Accounts
    Receivable    Successor



PredecessorPeriod from



Period fromNovember 23



January 1through



throughDecember 31,



November 22,2006


2005



2005


2004Allowance for Doubtful
    Accounts:Balance at beginning of period

$
2,092


$
2,057



$
766


$
1,449Charge (benefit) to costs and
    expenses


424



41




945



(378
)Write-offs, net of recoveries


(853
)


(6
)



(280
)


(305
)Other adjustments


7








626



Balance at end of period

$
1,670


$
2,092



$
2,057


$
766     4.
    Stockholders
    Equity    5.
    Income
    Taxes    Successor



PredecessorPeriod from



Period fromNovember 23



January 1Year Ended


through



through


Year EndedDecember 31,


December 31,



November 22,


December 31,2006


2005



2005


2004U.S.

$
(10,670
)

$
(159
)


$
1,650


$
30,634Foreign


7,956



990




1,720



406(Loss) income before taxes

$
(2,714
)

$
831



$
3,370


$
31,040  F-15




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Successor



PredecessorPeriod from



Period fromNovember 23



January 1Year Ended


through



through


Year EndedDecember 31,


December 31,



November 22,


December 31,2006


2005



2005


2004Current:Federal

$
1,168


$
334



$
(61
)

$
8,802Foreign


3,556



467




2,002



227State


75



90




371



2,020Deferred:Federal


(6,116
)


(575
)



234



497Foreign


(2,776
)


(258
)



(92
)


State


304



(58
)



204



484Total

$
(3,789
)

$




$
2,658


$
12,030     Successor



PredecessorPeriod from



Period fromNovember 23



January 1Year Ended


through



through


Year EndedDecember 31,


December 31,



November 22,


December 31,2006


2005



2005


2004Computed expected tax
    expense

$
(949
)

$
290



$
1,180


$
10,864Increase in income taxes resulting
    from:State income taxes (net of federal
    income tax benefit)


248



21




373



1,627Tax-exempt interest income











(175
)


(267
)Foreign operations


(1,905
)


(303
)



(390
)


61Rate change impact on deferred tax
    assets


(1,228
)











(126
)Deal costs (non-deductible)











1,516



Other


45



(8
)



154



(129
)(Benefit) provision for income
    taxes

$
(3,789
)

$




$
2,658


$
12,030    F-16




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     Successor2006


2005Deferred


Deferred


Deferred


DeferredTax


Tax


Tax


TaxAssets


Liabilities


Assets


LiabilitiesPurchased in-process research and
    development

$
1,635


$



$
2,244


$
Net operating loss carryforwards


8,730







4,815



Acquired technology


9,250







2,254



Accounts receivable


287







497



Tax credit carryforwards


2,356







2,101



Accrued expenses


921







633



Fixed assets


726







623



Deferred revenue














1,528Intangible assets






88,879







94,391Prepaid expenses






94







181Capitalized software


4











15Other


842











392Total


24,751



88,973



13,167



96,507Valuation allowance


(5,680
)






(2,228
)


Total

$
19,071


$
88,973


$
10,939


$
96,507              F-17




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   6.
    Debt and
    Derivative Instruments    Successor2006


2005Senior credit facility, revolving
    portion, weighted-average interest rate of 8.10% and 6.57%,
    respectively(A)

$
3,000


$
7,734Senior credit facility, term loan
    portion, weighted-average interest rate of 7.73% and 6.90%,
    respectively(A)


263,929



275,833113/4% Senior
    subordinated notes due 2013(B)


205,000



205,000Other






14471,929



488,581Short-term borrowings and current
    portion of long-term debt


(5,694
)


(10,438
)Long-term debt

$
466,235


$
478,143     (A)  Senior
    Credit Facilities
     F-18




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        (B)  113/4% Senior
    Subordinated Notes due 2013
  3 4 pari passu
 F-19




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
           Successor2007

$
2,6742008


2,6742009


2,6742010


2,6742011


5,674Thereafter


455,559$
471,929   Predecessor 
    Revolving Credit Facility
    7.
    Leases   F-20




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Year Ending
    December 31,2007

$
8,0982008


7,2972009


6,6672010


6,5402011


5,4152012 and thereafter


14,741$
48,758       Year Ending
    December 31,2007

$
1,4602008


1,2552009


1,1142010


1,1272011


1,1272012 and thereafter


2,441$
8,524   8.
    License
    and Royalty Agreements    9.
    Defined
    Contribution Plans     F-21




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   10.
    Stock
    Option and Purchase Plans  Successor
           F-22




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
         Statement of operations
    classificationCost of Maintenance

$
100Cost of Professional services


124Cost of Outsourcing


785Total cost of revenues


1,009Selling and marketing


647Research and development


425General and administrative


1,790Total operating expenses


2,862Total stock-based compensation
    expense

$
3,871     Weighted AverageShares


Exercise PriceOutstanding at December 31,
    2005 (Rollover options)


484,467



16.97Granted


1,176,331



74.50Cancelled


(42,885
)


74.50Exercised


(4,467
)


21.34Outstanding at December 31,
    2006


1,613,446



57.37       Outstanding, Vested Options Currently Exercisable


Outstanding Options Expected to VestWeighted-Average











Weighted-AverageWeighted-Average Exercise


Aggregate Intrinsic


Remaining





Weighted-Average Exercise


Aggregate Intrinsic


RemainingShares

Price


Value


Contractual Term (Years)


Shares


Price


Value


Contractual Term (Years)(In thousands)602,058

$
28.60


$
27,636



6.3



220,406


$
74.50


$




9.6  F-23




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Predecessor
           F-24




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     Weighted AverageShares


Exercise PriceOutstanding at December 31,
    2003


2,570,966



5.92Granted


284,798



22.81Cancelled


(85,291
)


17.68Exercised


(391,011
)


5.64Outstanding at December 31,
    2004


2,379,462



7.56Granted


137,200



26.99Cancelled


(25,213
)


16.92Exercised(1)


(1,522,515
)


8.59Rollover options


(968,934
)


8.48Outstanding at November 22,
    2005






     (1)
    
    Includes 1,132,676 options with a weighted-average exercise
    price of $9.29 that were cashed out in connection with the
    Transaction, with the same economic effect as an exercise and
    sale for the Transaction consideration.  11.
    Acquisitions      U.S.-based
   F-25




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
     Zoologic


CogentTangible assets acquired, net of
    cash received

$
535


$
1,074Completed technology


425



Trade names


60



Acquired client relationships and
    contracts


500



4,500Goodwill


2,524



9,367Deferred revenue


(1,163
)


(756
)Debt






(300
)Deferred taxes






(1,755
)Other liabilities assumed


(169
)


(236
)Consideration paid, net of cash
    received

$
2,712


$
11,894   Acquisitions
    by the Predecessor Company  2005
         F-26




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   Runner
               F-27




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
         OIS


MarginMan


FI


FMC


EisnerFast


AchievementAssets acquired, net of cash
    received

$
2,474


$
105


$
815


$
16,223


$
1,089


$
3Purchased technology


5,275



1,447



1,306



9,683







210Acquired client contracts and
    relationships


4,000



2,266



2,078



37,103



8,587



Trade names


230



76



138



814







Goodwill


12,328



2,303



9,829



113,560



17,106



350Deferred income taxes










(199
)


(13,835
)






Other liabilities assumed


(307
)


(516
)


(3,388
)


(11,633
)


(1,449
)


(91
)Consideration paid

$
24,000


$
5,681


$
10,579


$
151,915


$
25,333


$
472   Acquisitions
    by the Predecessor Company  2004
         F-28




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
          OMR


NeoVision


IAN(2004)


(2004)


(2004)Assets acquired, net of cash
    received

$
8,134


$
9


$
232Acquired client contracts,
    customer relationships and trade names


3,800







Completed technology


4,400



430



1,100In-process research &
    development










Goodwill


9,249



1,259



1,892Liabilities assumed


(6,618
)


(91
)


(255
)Consideration paid

$
18,965


$
1,607


$
2,969     Period from


Period fromNovember 23


January 1through


throughDecember 31,


November 22,2006


2005


2005Revenues

$
208,231


$
18,274


$
179,210Net income


1,425



907



3,664     12.
    Supplemental
    Guarantor Condensed Consolidating Financial Statements  3 4
 F-29




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      At December 31, 2006  SuccessorTotal


Total Non-


ConsolidatingSS&C


Guarantors


Guarantors


Adjustments


TotalCash and cash equivalents

$
3,055


$
2,317


$
6,346


$



$
11,718Accounts receivable, net


15,640



4,808



11,247







31,695Prepaid expenses and other current
    assets


3,929



730



3,164







7,823Property and equipment, net


4,897



987



4,135







10,019Investment in subsidiaries


83,863











(83,863
)


Intercompany balances


142,577



(9,433
)


(133,144
)






Goodwill, intangible and other
    assets, net


795,697



16,918



278,651







1,091,266Total assets

$
1,049,658


$
16,327


$
170,399


$
(83,863
)

$
1,152,521Current portion of long-term debt

$
5,000


$



$
694


$



$
5,694Accounts payable


1,019



418



868







2,305Accrued expenses


11,232



1,715



5,348







18,295Deferred income taxes


(268
)


(86
)


738







384Income taxes payable


(5,260
)


1,522



3,929







191Deferred maintenance and other
    revenue


15,821



3,677



6,181







25,679Long-term debt, net of current
    portion


401,000







65,235







466,235Other long-term liabilities










1,088







1,088Deferred income taxes, long-term


57,982



(1,583
)


13,119







69,518Total liabilities


486,526



5,663



97,200







589,389Stockholders equity


563,132



10,664



73,199



(83,863
)


563,132Total liabilities and
    stockholders equity

$
1,049,658


$
16,327


$
170,399


$
(83,863
)

$
1,152,521   F-30




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  At December 31, 2005  SuccessorTotal


Total Non-


ConsolidatingSS&C


Guarantors


Guarantors


Adjustments


TotalCash and cash equivalents

$
6,319


$
1,971


$
7,294


$



$
15,584Accounts receivable, net


15,825



5,258



11,779







32,862Prepaid expenses and other current
    assets


3,152



467



2,617







6,236Income taxes receivable


8,509



1,133



(1,466
)






8,176Property and equipment, net


3,966



1,289



5,034







10,289Investment in subsidiaries


67,078











(67,078
)


Intercompany balances


152,516



(23,738
)


(128,778
)






Goodwill, intangible and other
    assets, net


800,837



17,987



284,400







1,103,224Total assets

$
1,058,202


$
4,367


$
180,880


$
(67,078
)

$
1,176,371Current portion of long-term debt

$
5,013


$



$
5,425


$



$
10,438Accounts payable


1,128



411



828







2,367Income taxes payable






498



(498
)






Accrued expenses


11,320



1,604



7,975







20,899Deferred income taxes


46



63



1,196







1,305Deferred maintenance and other
    revenue


10,340



2,910



7,316







20,566Long-term debt, net of current
    portion


403,000







75,143







478,143Other long-term liabilities










1,257







1,257Deferred income taxes, long-term


70,222



(1,766
)


15,807







84,263Total liabilities


501,069



3,720



114,449







619,238Stockholders equity


557,133



647



66,431



(67,078
)


557,133Total liabilities and
    stockholders equity

$
1,058,202


$
4,367


$
180,880


$
(67,078
)

$
1,176,371   F-31




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  For the Year Ended December 31, 2006 
    SuccessorTotal


Total Non-


ConsolidatingSS&C


Guarantors


Guarantors


Adjustments


TotalRevenues

$
81,934


$
55,705


$
69,397


$
(1,567
)

$
205,469Cost of revenues


41,379



34,130



26,074



(1,567
)


100,016Gross profit


40,555



21,575



43,323







105,453Operating expenses:Selling & marketing


10,268



2,088



5,242







17,598Research & development


12,858



3,295



7,467







23,620General & administrative


13,418



1,116



5,832







20,366Total operating expenses


36,544



6,499



18,541







61,584Operating income


4,011



15,076



24,782







43,869Interest expense, net


(30,361
)


(7
)


(16,671
)






(47,039
)Other income, net


429



5



22







456Income (loss) before income taxes


(25,921
)


15,074



8,133







(2,714
)Provision (benefit) for income
    taxes


(7,715
)


3,147



779







(3,789
)Equity in net income of
    subsidiaries


19,281











(19,281
)


Net income

$
1,075


$
11,927


$
7,354


$
(19,281
)

$
1,075   For the Period from November 23 through December 31,
    2005  SuccessorTotal


Total Non-


ConsolidatingSS&C


Guarantors


Guarantors


Adjustments


TotalRevenues

$
7,283


$
3,825


$
6,765


$
(208
)

$
17,665Cost of revenues


3,236



2,088



2,511



(208
)


7,627Gross profit


4,047



1,737



4,254







10,038Operating expenses:Selling & marketing


631



129



604







1,364Research & development


965



343



763







2,071General & administrative


544



164



432







1,140Total operating expenses


2,140



636



1,799







4,575Operating income


1,907



1,101



2,455







5,463Interest expense net


(3,437
)






(1,453
)






(4,890
)Other income, net


13







245







258(Loss) income before income taxes


(1,517
)


1,101



1,247







831(Benefit) provision for income
    taxes


(250
)


125



125







Equity in net income of
    subsidiaries


2,098











(2,098
)


Net income

$
831


$
976


$
1,122


$
(2,098
)

$
831   F-32




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  For the Period from January 1 through November 22,
    2005  PredecessorTotal


Total Non-


ConsolidatingSS&C


Guarantors


Guarantors


Adjustments


TotalRevenues

$
68,644


$
33,904


$
42,446


$
(1,025
)

$
143,969Cost of revenues


21,544



17,958



20,527



(1,025
)


59,004Gross profit


47,100



15,946



21,919







84,965Operating expenses:Selling & marketing


6,167



1,597



5,370







13,134Research & development


10,095



2,558



6,546







19,199General & administrative


7,624



888



3,432







11,944Merger costs related to the sale
    of SS&C


36,789







123







36,912Total operating expenses


60,675



5,043



15,471







81,189Operating (loss) income


(13,575
)


10,903



6,448







3,776Interest income, net


3,527







(4,588
)






(1,061
)Other income (expense), net


744



39



(128
)






655(Loss) income before income taxes


(9,304
)


10,942



1,732







3,370Provision for income taxes


560



658



1,440







2,658Equity in net income of
    subsidiaries


10,576











(10,576
)


Net income

$
712


$
10,284


$
292


$
(10,576
)

$
712   For the Year Ended December 31, 2004 
    PredecessorTotal


Total Non-


ConsolidatingSS&C


Guarantors


Guarantors


Adjustments


TotalRevenues

$
70,011


$
18,657


$
8,028


$
(808
)

$
95,888Cost of revenues


21,411



9,743



3,424



(808
)


33,770Gross profit


48,600



8,914



4,604







62,118Operating expenses:Selling & marketing


7,380



629



2,725







10,734Research & development


11,039



2,111



807







13,957General & administrative


6,737



584



693







8,014Total operating expenses


25,156



3,324



4,225







32,705Operating income


23,444



5,590



379







29,413Interest income, net


1,448







80







1,528Other income (expense), net


119



(4
)


(16
)






99Income before income taxes


25,011



5,586



443







31,040Provision for income taxes


11,759







271







12,030Equity in net income of
    subsidiaries


5,758











(5,758
)


Net income

$
19,010


$
5,586


$
172


$
(5,758
)

$
19,010   F-33




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  For the Year Ended December 31, 2006 
    SuccessorTotal


Total Non-


ConsolidatingSS&C


Guarantors


Guarantors


Adjustments


TotalCash Flow from Operating
    Activities:Net income

$
1,075


$
11,927


$
7,354


$
(19,281
)

$
1,075Non-cash adjustments


(2,364
)


1,717



4,964



19,281



23,598Changes in operating assets and
    liabilities


3,241



3,336



(541
)






6,036Net cash provided by operating
    activities


1,952



16,980



11,777







30,709Cash Flow from Investment
    Activities:Intercompany transactions


13,123



(16,214
)


3,091







Cash paid for businesses acquired,
    net of cash acquired


(13,500
)






(479
)






(13,979
)Additions to property and
    equipment and software


(3,216
)


(420
)


(1,012
)






(4,648
)Proceeds from sale of property and
    equipment










1







1Net cash provided by (used in)
    investing activities


(3,593
)


(16,634
)


1,601







(18,626
)Cash Flow from Financing
    Activities:Net repayments of debt


(2,314
)






(14,804
)






(17,118
)Transactions involving Sunshine
    Acquisition Corporation common stock


691















691Net cash used in financing
    activities


(1,623
)






(14,804
)






(16,427
)Effect of exchange rate changes on
    cash










478







478Net increase (decrease) in cash
    and cash equivalents


(3,264
)


346



(948
)






(3,866
)Cash and cash equivalents,
    beginning of period


6,319



1,971



7,294







15,584Cash and cash equivalents, end of
    period

$
3,055


$
2,317


$
6,346


$



$
11,718   F-34




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  For the Period from November 23 through December 31,
    2005  SuccessorTotal


Total Non-


ConsolidatingSS&C


Guarantors


Guarantors


Adjustments


TotalCash Flow from Operating
    Activities:Net income

$
831


$
976


$
1,122


$
(2,098
)

$
831Non-cash adjustments


(3,449
)


403



2,327



2,098



1,379Changes in operating assets and
    liabilities


3,620



(122
)


(793
)






2,705Net cash provided by operating
    activities


1,002



1,257



2,656







4,915Cash Flow from Investment
    Activities:Intercompany transactions


3,989



(517
)


(3,472
)






Acquisition of SS&C


(797,000
)






(80,000
)






(877,000
)Additions to property and equipment


(241
)






(35
)






(276
)Other investing activities


15















15Net cash used in investing
    activities


(793,237
)


(517
)


(83,507
)






(877,261
)Cash Flow from Financing
    Activities:Cash received from borrowings for
    the Transaction


410,000







80,000







490,000Investment by Sunshine Acquisition
    Corporation


381,000















381,000Net repayments of debt


(2,002
)






(343
)






(2,345
)Net cash provided by financing
    activities


788,998







79,657







868,655Effect of exchange rate changes on
    cash










26







26Net increase (decrease) in cash
    and cash equivalents


(3,237
)


740



(1,168
)






(3,665
)Cash and cash equivalents,
    beginning of period


9,556



1,231



8,462







19,249Cash and cash equivalents, end of
    period

$
6,319


$
1,971


$
7,294


$



$
15,584   F-35




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  For the Period from January 1 through November 22,
    2005  PredecessorTotal


Total Non-


ConsolidatingSS&C


Guarantors


Guarantors


Adjustments


TotalCash Flow from Operating
    Activities:Net income

$
712


$
10,284


$
292


$
(10,576
)

$
712Non-cash adjustments


(3,757
)


1,613



4,384



10,576



12,816Changes in operating assets and
    liabilities


20,169



(861
)


(720
)






18,588Net cash provided by operating
    activities


17,124



11,036



3,956







32,116Cash Flow from Investment
    Activities:Intercompany transactions


(158,547
)


(5,823
)


166,969



(2,599
)


Cash paid for businesses acquired,
    net of cash acquired


(39,745
)


(3,949
)


(164,225
)






(207,919
)Additions to property and equipment


(1,553
)


(337
)


(598
)






(2,488
)Net sales of marketable securities


101,909















101,909Purchase of long-term investment


(2,000
)














(2,000
)Other investing activities


3















3Net cash (used in) provided by
    investing activities


(99,933
)


(10,109
)


2,146



(2,599
)


(110,495
)Cash Flow from Financing
    Activities:Net borrowings of debt


74,984















74,984Issuance of common stock


3,479















3,479Purchase of common stock for
    treasury


(5,584
)














(5,584
)Common stock dividends


(3,718
)






(2,599
)


2,599



(3,718
)Net cash provided by (used in)
    financing activities


69,161







(2,599
)


2,599



69,161Effect of exchange rate changes on
    cash










(446
)






(446
)Net increase (decrease) in cash
    and cash equivalents


(13,648
)


927



3,057







(9,664
)Cash and cash equivalents,
    beginning of period


23,204



304



5,405







28,913Cash and cash equivalents, end of
    period

$
9,556


$
1,231


$
8,462


$



$
19,249   F-36




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  For the Year Ended December 31, 2004 
    SuccessorTotal


Total Non-


ConsolidatingSS&C


Guarantors


Guarantors


Adjustments


TotalCash Flow from Operating
    Activities:Net income

$
19,010


$
5,586


$
172


$
(5,758
)

$
19,010Non-cash adjustments


962



1,044



324



5,758



8,088Changes in operating assets and
    liabilities


2,455



(668
)


(361
)






1,426Net cash provided by operating
    activities


22,427



5,962



135







28,524Cash Flow from Investment
    Activities:Intercompany transactions


(14,212
)


13,624



588







Cash paid for businesses acquired,
    net of cash acquired


(4,576
)


(19,065
)


100







(23,541
)Additions to property and equipment


(1,054
)


(217
)


(74
)






(1,345
)Net purchases of marketable
    securities


(64,341
)














(64,341
)Other investing activities










7







7Net cash (used in) provided by
    investing activities


(84,183
)


(5,658
)


621







(89,220
)Cash Flow from Financing
    Activities:Issuance of common stock


76,998















76,998Common stock dividends


(2,924
)














(2,924
)Net cash provided by financing
    activities


74,074















74,074Effect of exchange rate changes on
    cash










274







274Net increase in cash and cash
    equivalents


12,318



304



1,030







13,652Cash and cash equivalents,
    beginning of period


10,886







4,375







15,261Cash and cash equivalents, end of
    period

$
23,204


$
304


$
5,405


$



$
28,913   13.
    Related
    Party Transactions     F-37




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   14.
    Commitments
    and Contingencies    15.
    International
    Sales and Geographic Information          Successor


PredecessorPeriod from


Period fromNovember 23,


January 1,2005


2005Year Ended


through


through


Year EndedDecember 31,


December 31,


November 22,


December 31,2006


2005


2005


2004United States

$
122,341


$
10,261


$
91,542


$
74,724Canada


35,924



2,572



18,406



Americas excluding United States
    and Canada


2,850



370



3,163



3,688Europe


40,150



4,151



27,737



14,965Asia Pacific and Japan


4,204



311



3,121



2,511$
205,469


$
17,665


$
143,969


$
95,888     2006


2005United States

$
20,814


$
17,518Canada


5,057



6,733Americas excluding United States
    and Canada


85



81Europe


425



349Asia Pacific and Japan


125



91$
26,506


$
24,772   16.
    Subsequent
    Events   F-38




---



##### Table of Contents



SS&C
    TECHNOLOGIES, INC. AND SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      17.
    Selected
    Quarterly Financial Data (Unaudited)  SuccessorFirst


Second


Third


FourthQuarter


Quarter


Quarter


Quarter(In thousands)2006Revenue

$
48,365


$
50,655


$
52,449


$
54,000Gross profit


25,069



26,150



26,641



27,593Operating income


11,427



11,340



10,579



10,523Net income (loss)


(226
)


1,787



359



(845
)   Predecessor


SuccessorPeriod from


Period fromOctober 1,


November 23,2005


2005through


throughFirst


Second


Third


November 22,


December 31,Quarter


Quarter


Quarter(1)


2005(1)


2005(In thousands)2005Revenue

$
27,416


$
40,713


$
46,110


$
29,730


$
17,665Gross profit


17,608



24,086



26,869



16,402



10,038Operating income (loss)


9,163



10,741



11,939



(28,067
)


5,463Net income (loss)


5,969



6,589



6,995



(18,841
)


831     (1)
    
    Includes merger costs associated with the Transaction. F-39




---



##### Table of Contents



EXHIBIT INDEX  ExhibitNumber

Description of Exhibit2
.1

Acquisition Agreement, dated
    February 25, 2005, by and between the Registrant and
    Financial Models Company Inc. is incorporated herein by
    reference to Exhibit 2.1 to the Registrants Current
    Report on
    Form 8-K,
    filed on March 2, 2005 (File No. 000-28430)2
.2

Purchase Agreement, dated
    February 28, 2005, by and among the Registrant, EisnerFast
    LLC and EHS, LLC is incorporated herein by reference to
    Exhibit 2.1 to the Registrants Current Report on
    Form 8-K,
    filed on March 3, 2005 (File No. 000-28430)2
.3

Agreement and Plan of Merger,
    dated as of July 28, 2005, by and among Sunshine
    Acquisition Corporation, Sunshine Merger Corporation and the
    Registrant is incorporated herein by reference to
    Exhibit 2.1 to the Registrants Current Report on
    Form 8-K,
    filed on July 28, 2005 (File No. 000-28430)2
.4

Amendment No. 1 to Agreement
    and Plan of Merger, dated as of August 25, 2005, by among
    Sunshine Acquisition Corporation, Sunshine Merger Corporation
    and the Registrant is incorporated herein by reference to
    Exhibit 2.1 to the Registrants Current Report on
    Form 8-K,
    filed on August 30, 2005 (File No. 000-28430)3
.1

Restated Certificate of
    Incorporation of the Registrant is incorporated herein by
    reference to Exhibit 3.1 to the Registrants
    Registration Statement on
    Form S-4,
    as amended (File
    No. 333-135139)
    (the
    Form S-4)3
.2

Bylaws of the Registrant are
    incorporated herein by reference to Exhibit 3.2 to the
    Form S-44
.1

Indenture, dated as of
    November 23, 2005, among Sunshine Acquisition II,
    Inc., the Registrant, the Guarantors named on the signature
    pages thereto, and Wells Fargo Bank, National Association, as
    Trustee, relating to the
    113/4% Senior
    Subordinated Notes due 2013, including the form of
    113/4% Senior
    Subordinated Note due 2013, is incorporated herein by reference
    to Exhibit 4.1 to the
    Form S-44
.2

First Supplemental Indenture,
    dated as of April 27, 2006, among Cogent Management Inc.,
    the Registrant and Wells Fargo Bank, National Association, as
    Trustee, relating to the
    113/4% Senior
    Subordinated Notes due 2013, is incorporated herein by reference
    to Exhibit 4.2 to the
    Form S-44
.3

Guarantee of
    113/4% Senior
    Subordinated Notes due 2013 by Financial Models Company Ltd.,
    Financial Models Holdings Inc., SS&C Fund Administration
    Services LLC, OMR Systems Corporation and Open Information
    Systems, Inc. is incorporated herein by reference to
    Exhibit 4.3 to the
    Form S-44
.4

Guarantee of
    113/4% Senior
    Subordinated Notes due 2013 by Cogent Management Inc. is
    incorporated herein by reference to Exhibit 4.4 to the
    Form S-44
.5

Registration Rights Agreement,
    dated as of November 23, 2005, among Sunshine
    Acquisition II, Inc., the Registrant and the Guarantors
    named therein, as Issuers, and Wachovia Capital Markets, LLC,
    J.P. Morgan Securities Inc. and Banc of America Securities
    LLC, as Initial Purchasers, is incorporated herein by reference
    to Exhibit 4.5 to the
    Form S-44
.6

Purchase Agreement, dated as of
    November 17, 2005, between Sunshine Acquisition II,
    Inc. and the Initial Purchasers named in Schedule I thereto is
    incorporated herein by reference to Exhibit 4.6 to the
    Form S-44
.7

Joinder Agreement, dated as of
    November 23, 2005, executed by the Registrant, Financial
    Models Company Ltd., Financial Models Holdings Inc., SS&C
    Fund Administration Services LLC, OMR Systems Corporation and
    Open Information Systems, Inc. is incorporated herein by
    reference to Exhibit 4.7 to the
    Form S-44
.8

Joinder Agreement, dated as of
    April 27, 2006, executed by Cogent Management Inc. is
    incorporated herein by reference to Exhibit 4.8 to the
    Form S-410
.1

Credit Agreement, dated as of
    November 23, 2005, among Sunshine Acquisition II,
    Inc., the Registrant, SS&C Technologies Canada Corp., the
    several lenders from time to time parties thereto, JPMorgan
    Chase Bank, N.A., as Administrative Agent, JPMorgan Chase Bank,
    N.A., Toronto Branch, as Canadian Administrative Agent, Wachovia
    Bank, National Association, as Syndication Agent, and Bank of
    America, N.A., as Documentation Agent, is incorporated herein by
    reference to Exhibit 10.1 to the
    Form S-4 F-40




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##### Table of Contents



ExhibitNumber

Description of Exhibit10
.2

Guarantee and Collateral
    Agreement, dated as of November 23, 2005, made by Sunshine
    Acquisition Corporation, Sunshine Acquisition II, Inc., the
    Registrant and certain of its subsidiaries in favor of JPMorgan
    Chase Bank, N.A., as Administrative Agent, is incorporated
    herein by reference to Exhibit 10.2 to the
    Form S-410
.3

CDN Guarantee and Collateral
    Agreement, dated as of November 23, 2005, made by SS&C
    Technologies Canada Corp. and 3105198 Nova Scotia Company in
    favor of JPMorgan Chase Bank, N.A., Toronto Branch, as Canadian
    Administrative Agent, is incorporated herein by reference to
    Exhibit 10.3 to the
    Form S-410
.4

Assumption Agreement, dated as of
    April 27, 2006, made by Cogent Management Inc., in favor of
    JPMorgan Chase Bank, N.A., as Administrative Agent, is
    incorporated herein by reference to Exhibit 10.4 to the
    Form S-410
.5

Stockholders Agreement of Sunshine
    Acquisition Corporation, dated as of November 23, 2005, by
    and among Sunshine Acquisition Corporation, Carlyle Partners IV,
    L.P., CP IV Coinvestment, L.P., William C. Stone and Other
    Executive Stockholders (as defined therein) is incorporated
    herein by reference to Exhibit 10.5 to the
    Form S-410
.6

Registration Rights Agreement,
    dated as of November 23, 2005, by and among Sunshine
    Acquisition Corporation, Carlyle Partners IV, L.P., CP IV
    Coinvestment, L.P., William C. Stone and Other Executive
    Investors (as defined therein) is incorporated herein by
    reference to Exhibit 10.6 to the
    Form S-410
.7

Form of Service Provider
    Stockholders Agreement of Sunshine Acquisition Corporation by
    and among Sunshine Acquisition Corporation, Carlyle Partners IV,
    L.P., CP IV Coinvestment, L.P. and the Service Provider
    Stockholders (as defined therein) is incorporated herein by
    reference to Exhibit 10.7 to the
    Form S-410
.8

Management Agreement, dated as of
    November 23, 2005, between Sunshine Acquisition
    Corporation, William C. Stone and TC Group, L.L.C. is
    incorporated herein by reference to Exhibit 10.8 to the
    Form S-410
.9

SS&C Technologies, Inc.
    Management Rights Agreement, dated as of November 23, 2005,
    by and among Carlyle Partners IV, L.P., CP IV Coinvestment,
    L.P., Sunshine Acquisition Corporation and the Registrant is
    incorporated herein by reference to Exhibit 10.9 to the
    Form S-410
.10*

1998 Stock Incentive Plan,
    including form of stock option agreement, is incorporated herein
    by reference to Exhibit 10.10 to the
    Form S-410
.11*

1999 Non-Officer Employee Stock
    Incentive Plan, including form of stock option agreement, is
    incorporated herein by reference to Exhibit 10.11 to the
    Form S-410
.12*

Form of Option Assumption Notice
    for 1998 Stock Incentive Plan and 1999 Non-Officer Employee
    Stock Incentive Plan is incorporated herein by reference to
    Exhibit 10.12 to the
    Form S-410
.13*

2006 Equity Incentive Plan of
    Sunshine Acquisition Corporation is incorporated herein by
    reference to Exhibit 10.1 to the Registrants Current
    Report on
    Form 8-K,
    filed on August 15, 2006
    (File No. 000-28430)
    (the August 15,
    2006 8-K)10
.14*

Form of Stock Option Grant Notice
    and Stock Option Agreement is incorporated herein by reference
    to Exhibit 10.2 to the August 15,
    2006 8-K10
.15*

Form of Dividend Equivalent
    Agreement is incorporated herein by reference to
    Exhibit 10.3 to the August 15,
    2006 8-K10
.16*

Form of Stock Award Agreement is
    incorporated herein by reference to Exhibit 10.4 to the
    August 15,
    2006 8-K10
.17*

Employment Agreement, dated as of
    November 23, 2005, by and between William C. Stone and
    Sunshine Acquisition Corporation is incorporated herein by
    reference to Exhibit 10.13 to the
    Form S-410
.18*

Contract of Employment between
    Kevin Milne and the Registrant, effective as of June 9,
    2004, is incorporated herein by reference to Exhibit 10.4
    to the Registrants Quarterly Report on
    Form 10-Q
    for the quarterly period ended March 31, 2005 (File No.
    000-28430)10
.19*

Compromise Agreement between Kevin
    Milne and SS&C Technologies Limited, dated as of
    October 31, 2006 F-41




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##### Table of Contents



ExhibitNumber

Description of Exhibit10
.20*

Description of Executive Officer
    Compensation Arrangements is incorporated herein by reference to
    Item 5.02 of the Registrants Current Report on
    Form 8-K,
    filed on March 16, 2007 (File No.
    000-28430)10
.21

Lease Agreement, dated
    September 23, 1997, by and between the Registrant and
    Monarch Life Insurance Company, as amended by First Amendment to
    Lease dated as of November 18, 1997, is incorporated herein
    by reference to Exhibit 10.15 to the Registrants
    Annual Report on
    Form 10-K
    for the year ended December 31, 1997 (File No. 000-28430)10
.22

Second Amendment to Lease, dated
    as of April 1999, between the Registrant and New Boston
    Lamberton Limited Partnership is incorporated herein by
    reference to Exhibit 10.12 to the Registrants Annual
    Report on
    Form 10-K
    for the year ended December 31, 2004 (File No. 000-28430)
    (the
    2004 10-K)10
.23

Third Amendment to Lease,
    effective as of July 1, 1999, between the Registrant and
    New Boston Lamberton Limited Partnership is incorporated herein
    by reference to Exhibit 10.13 to the
    2004 10-K10
.24

Fourth Amendment to Lease,
    effective as of June 7, 2005, between the Registrant and
    New Boston Lamberton Limited Partnership, is incorporated herein
    by reference to Exhibit 10.5 to the Registrants
    Quarterly Report on
    Form 10-Q
    for the quarterly period ended June 30, 2005 (File No.
    000-28430) (the Q2
    2005 10-Q)10
.25

Lease Agreement, dated
    January 6, 1998, by and between Financial Models Company
    Inc. and Polaris Realty (Canada) Limited, as amended by First
    Amendment of Lease, dated as of June 24, 1998, and as
    amended by Second Lease Amending Agreement, dated as of
    November 13, 1998, is incorporated herein by reference to
    Exhibit 10.6 to the Q2
    20005 10-Q10
.26

First Amendment, dated as of
    March 6, 2007, to the Credit Agreement, dated as of
    November 23, 2005, among the Registrant, SS&C
    Technologies Canada Corp., as CDN Borrower, the several banks
    and other financial institutions or entities from time to time
    parties to the Credit Agreement as lenders, Wachovia Bank,
    National Association, as Syndication Agent, JPMorgan Chase Bank,
    N.A., as administrative agent and JPMorgan Chase Bank, N.A.,
    Toronto Branch, as Canadian Administrative Agent, is
    incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current on
    Form 8-K,
    filed on March 9, 2007 (File No. 000-28430)12


Statement of Computation of Ratio
    of Earnings to Fixed Charges21


Subsidiaries of the Registrant31
.1

Certification of the
    Registrants Chief Executive Officer pursuant to
    Section 302 of the Sarbanes-Oxley Act of 200231
.2

Certification of the
    Registrants Chief Financial Officer pursuant to
    Section 302 of the Sarbanes-Oxley Act of 200232


Certification of the
    Registrants Chief Executive Officer and Chief Financial
    Officer pursuant to 18 U.S.C. Section 1351, as adopted
    pursuant to Section 906 of the Sarbanes-Oxley Act of 2002     *
    
    Management contract or compensatory plan or arrangement filed
    herewith in response to Item 15(a)(3) of the Instructions
    to the Annual Report on
    Form 10-K.
    
    The Registrant hereby agrees to furnish supplementally a copy of
    any omitted schedules to this agreement to the Securities and
    Exchange Commission upon its request.
    
    Confidential treatment has been requested as to certain portions
    of this Exhibit. Such portions have been omitted and filed
    separately with the Securities and Exchange Commission. F-42