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Deal Drivers: EMEA HY 2021

A spotlight on trends in 2021 Contents

Foreword: Dealmaking recovery forges ahead in H1 03

Outlook: EMEA heat chart 04

All sectors 05

Consumer 14

Energy, mining & utilities 19

Financial services 24

Industrials & chemicals 29

Pharma, medical & biotech 34

Telecoms, media & technology 39

About this report 44 Foreword: Dealmaking recovery forges ahead in H1

Merger and acquisition activity in Europe, the Middle East, Indeed, the COVID-19 pandemic has acted as an accelerant and Africa (EMEA) is very much back. As the data in this report here. The huge monetary and fiscal stimulus packages reveals, M&A volumes and values increased significantly during introduced by governments in response to the crisis mean the first six months of 2021, with every industry sector posting there are now even larger pools of capital available for higher numbers. deployment in M&A. The imperative for transformation has never felt so pressing—many corporates had no choice but In truth, M&A never really went away. Certainly, activity slowed to begin that journey during the pandemic. markedly as the COVID-19 pandemic rocked the region in the first half of last year—deals slowed to a crawl during the Moreover, there is good reason to hope that COVID-19 is now second quarter of 2020 in particular. But prior to the pandemic, in retreat. The rapid roll-out of vaccines across much of the M&A activity hit record-breaking levels during 2018 and 2019 EMEA region paves the way for society to begin to normalize— —and as the world adjusted to the crisis last year, dealmaking and for more conventional business and economic conditions picked up again during the second half. to return.

Plenty of uncertainty and downside risk remains—not least In 2021, that pick-up has accelerated, over the course of the pandemic itself. But after a very strong courtesy of many of the drivers that have first half of 2021, dealmaking in the EMEA region is well on been propelling M&A for some time— course to match, or even exceed, the levels of activity seen in particular, the plentiful supply of cash, in 2018 and 2019. both for corporates and PE investors, and the need to embrace transformational deals in the context of digital technology.

3 Heat chart based on potential companies for sale

Outlook:

EMEA heat chart UK & Ireland DACH France Nordics Italy & Iberia Benelux Middle , East & Africa CEE & SEE TOTAL

Three sectors stand out as likely hotbeds of M&A activity in TMT 77 72 30 69 57 22 104 139 570 the second half of 2021, based on Mergermarket’s analysis of

‘companies for sale’ stories. Technology, media and telecoms Consumer 68 54 19 35 136 34 35 83 464 (TMT), consumer, and industrials and chemicals (I&C) all look set for significant dealmaking. Industrials & chemicals 31 73 25 42 100 32 41 85 429

The TMT sector, in particular, continues to attract significant Pharma, medical & biotech 38 47 23 28 39 24 33 28 260 interest, with Mergermarket recording 570 stories about potential deals in the industry. The UK, home to one of Financial services 56 16 12 21 34 16 44 50 249 Europe’s most important technology sector hubs, accounted for 77 of those stories, but Turkey, the Middle East, and Energy, mining & utilities 36 15 13 17 64 7 48 41 241 Africa surpassed that total, with 104 pieces of coverage; these include stories related to Israel, where TMT businesses Business services 38 31 15 24 42 17 31 37 235 continue to attract worldwide attention.

The consumer sector, meanwhile, generated 464 companies Construction 7 11 7 12 17 6 22 29 111 for sale stories during the first half of the year, with Italy and the Iberian peninsula accounting for more than a quarter Leisure 18 5 8 3 21 9 6 14 84 of this coverage. Consumer businesses across the region continue to consolidate and transform to capitalize on trends Transportation 6 7 5 6 14 5 17 23 83 such as the rise of ecommerce, which in many cases have been accelerated by the pandemic. Real estate 6 6 5 3 11 3 13 11 58 Cold Warm Hot

Italy and Iberia also look set to be hotspots for dealmaking in Agriculture 4 4 4 1 12 24 49 Note: The Intelligence Heat Charts are based on the I&C sector, with companies in those countries accounting ‘companies for sale’ tracked by Mergermarket in for 100 of 429 companies for sale stories recorded by Defense 2 1 1 2 6 the respective regions between January 01, 2021 and June 30, 2021. Opportunities are captured Mergermarket in the first half. according to the dominant geography and sector TOTAL 387 338 163 264 539 176 406 566 2,839 of the potential target company. 4 All sectors Vaccine drive signals return to robust growth

M&A activity in the EMEA region gathered pace during the first Macro tailwinds All sectors M&A activity, half of 2021, following a strong rebound from the COVID-19 The International Monetary Fund (IMF) believes this will 2018 - HY 2021 crisis in the second six months of last year. result in a period of strong economic growth. It expects GDP in Europe to grow by 4.3% during 2021 and by 4% in Overall, the region recorded €578bn worth of deals during the 2022, following a 5.8% decline last year. Africa’s economy is 3,000 350 first half, a 15% rise on the second half of 2020—and a 79% forecast to bounce back even more strongly, with growth of increase on the same period of last year, when activity slowed 4.9% and 4.1% this year and next following a contraction of 300 markedly at the height of the COVID-19 crisis. 1.9% in 2020. And while the IMF anticipates a more sluggish 2,500 recovery in the Middle East, with growth of 2.5% and 3.4% in 2021 and 2022, those rates would still be a significant 250 Deal volumes have also continued to grow: 2,000

turnaround compared to last year’s decline of 4% in this part Deal value €(bn) the first half of 2021 saw 4,691 deals across of the EMEA region. 200

the EMEA region, an increase of 9% on the 1,500 With growth returning, dealmakers are positioning themselves second half of 2020 and a 42% rise on the volume Deal 150 accordingly after a period of relative inactivity. That includes same period of last year. trade buyers, as businesses across the region reposition 1,000 themselves for a shifting marketplace, as well as the private 100 The strength of M&A activity so far in 2021 reflects growing equity (PE) sector, which still has record amounts of dry 500 confidence that many countries are now in a strong position powder to deploy. 50 to recover from the devastating impacts of the COVID-19 pandemic. With vaccine deployment stepping up across 0 0 much of the EMEA region, governments have begun to pull Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 back from lockdown restrictions and other COVID-19 counter 2018 2019 2020 2021 measures, opening their economies once again. Deal volume Deal value €(bn)

Source: Mergermarket

6 power All sectors top sectors by value I HY 2021 Indeed, PE activity during the first half of the year was EUR (m) particularly strong. PE firms invested €193.2bn in TMT 170,447 during the first six months of 2021—almost matching the Industrials & chemicals 71,154 €194.5bn of activity recorded during the whole of Financial services 64,646 last year, and was well ahead of the full-year totals for 2019 Energy, mining & utilities 61,943 (€168.8bn) and 2018 (€174.7bn). Real estate 50,473

This stepping up of buyout activity was accompanied by All sectors top sectors by volume I HY 2021 a marked increase in exits, as PE firms overhauled their portfolios. The sector saw 614 exits worth €101.4bn during Deal count the first half, an increase of 77% in volume and 120% in value TMT 1,105 compared to the same period of 2020. Exit activity has now Industrials & chemicals 890 surpassed pre-pandemic levels. Business services 704 Consumer 452 Pharma, medical & biotech 340

All sectors top bidders by value I HY 2021

EUR (m) USA 206,190 51,552 44,087 France 39,995 Italy 39,970

All sectors top bidders by volume I HY 2021

Deal count United Kingdom 761 USA 591 France 448 Sweden 392 371

7 Big deals All sectors top 10 announced deals, HY 2021 One notable trend in the PE sector was the strong activity at the top end of the market. The strong increase in deal Announced Bidder company Target company Target Vendor company Deal value values during the first half of the year was achieved on a more date dominant (€m) modest rise in deal volumes, with 1,035 transactions in 2021 sector so far compared to 931 in the second half of last year. 1 12-May-21 Prosus N.V. Naspers Limited TMT 38,112 (45.4% Stake) More broadly, the return of larger deals was a theme across 2 24-May-21 Vonovia SE Deutsche Wohnen SE Real estate 28,896 the whole of the M&A market during the first half of 2021. 3 12-Jun-21 Consortium of investors led by Autostrade per l'Italia S.p.A Construction Atlantia SpA 17,975 There were 16 deals worth €5bn or more during the first six Cassa Depositi e Prestiti S.p.A. (88.06% Stake) months of the year. 4 18-Mar-21 National Grid Plc Western Power Distribution plc Energy, mining PPL Corporation 16,591 & utilities Those deals were led by the giant share swap deal between 5 09-Apr-21 A consortium led by EIG Global Aramco Oil Pipelines Company Energy, mining Saudi Arabian Oil Co. 10,423 the South African conglomerate Naspers and its Dutch-listed Energy Partners (49% Stake) & utilities unit Prosus, a transaction worth €38.1bn. One aim 6 21-Mar-21 Thoma Bravo Advantage ironSource Ltd. TMT CVC Capital Partners Limited; Viola 8,403 of the deal was to reduce the outsized impact of Naspers’s Group; CBC Capital; Redline Capital Management S.A.; Disruptive; valuation on the Johannesburg Stock Exchange. Naspers owns Saban Ventures a significant stake in the Chinese technology giant Tencent, the 7 16-Mar-21 FinTech Acquisition Corp. V eToro Group Ltd. TMT 8,194 value of which had at one point last year meant that Naspers accounted for a quarter of the total capitalization of the bourse. 8 13-Jan-21 American Tower Corporation Telxius Telecom S.A. TMT Telxius Telecom S.A. 7,700 (telecommunications towers division in Spain, Brazil, Peru, Other notable deals during the first half of the year included the Chile, and Argentina) €28.9bn merger between Vonovia and Deutsche Wohnen, a deal 9 23-Feb-21 Gores Holdings V, Inc. Ardagh Metal Packaging S.A. Industrials & Ardagh Group S.A. 7,286 that will create a powerhouse in the German real estate market, chemicals and the €18bn buyout of the Italian infrastructure group 10 29-Mar-21 Ajax I Cazoo Limited TMT Compagnie Nationale a Portefeuille 5,932 Autostrade per l’Italia by a consortium of private equity buyers. S.A; BlackRock, Inc.; L Catterton Management Limited; General Catalyst Partners; Draper Esprit Plc; Sapphire Ventures, LLC; Novator Partners LLP; Octopus Ventures Limited; Eight Roads Ventures; Entree Capital; Mubadala Capital; dmg ventures; D1 Capital Partners L.P.; Stride.VC; Delin Ventures

Source: Mergermarket 8 xxxAll sectors M&A value split by deal size All sectors M&A volume split by deal size xxx

1,000 10,000

800 8,000 600 6,000

Deal volume Deal Deal value €(bn) value Deal 400 4,000

200 2,000 0 0 2018 2019 2020 HY 2021 2018 2019 2020 HY 2021

€5m-€250m €251m-€500m €501m-€2,000m Undisclosed €5m-€250m €251m-€500m €2,001m-€5,000m >€5,001m €501m-€2,000m €2,001m-€5,000m >€5,001m

Source: Mergermarket Source: Mergermarket Source: Mergermarket 9 xxxAll sectors PE buyouts All sectors PE exits xxx Based on announced buyouts, excluding those that lapsed or were Based on announced exits, excluding those that lapsed or were withdrawn, where the dominant location of the target is in Europe. withdrawn, where the dominant location of the target is in Europe.

600 100 350 80

70 300 500 80

60 250

400 50

60 Deal value €(bn) Deal value €(bn) 200

300 40 Deal volume Deal volume Deal 150 40 30 200

100 20

20 100 50 10

0 0 0 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 2018 2019 2020 2021 2018 2019 2020 2021

Deal volume Deal value €(bn) Deal volume Deal value €(bn)

Source: Mergermarket Source: Mergermarket Source: Mergermarket 10 xxxAll sectors league tables xxx

Financial advisors by value Financial advisors by volume

2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 1 Goldman Sachs & Co 277,804 92 11 3 PwC 24,200 211 22 2 JPMorgan 227,297 105 22 2 Deloitte 20,318 202 33 3 Morgan Stanley 160,040 60 33 5 Rothschild & Co 86,969 172 44 7 Bank of America 114,691 40 44 1 KPMG 35,715 168 55 5 Citi 100,612 56 55 4 EY 12,903 119 66 9 Lazard 99,288 56 66 6 JPMorgan 227,297 105 77 4 Rothschild & Co 86,969 172 77 8 Goldman Sachs & Co 277,804 92 88 6 Credit Suisse 78,080 36 88 21 GCA Corporation 2,291 70 99 10 Deutsche Bank 60,396 28 99 10 Clearwater International 926 68 1010 8 UBS Investment Bank 55,631 35 1010 14 Alantra 2,941 67

Legal advisors by value Legal advisors by volume

2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 1 Freshfields Bruckhaus Deringer 109,056 107 11 1 DLA Piper 20,567 216 22 11 Kirkland & Ellis 89,886 77 22 3 CMS 10,782 138 33 4 Latham & Watkins 89,646 128 33 2 White & Case 81,365 131 44 7 White & Case 81,365 131 44 8 Latham & Watkins 89,646 128 55 3 Allen & Overy 78,100 124 55 4 Allen & Overy 78,100 124 66 15 Cravath, Swaine & Moore 77,366 12 66 12 Eversheds Sutherland 8,695 110 77 23 Sullivan & Cromwell 72,745 23 77 10 Freshfields Bruckhaus Deringer 109,056 107 88 18 Davis Polk & Wardwell 65,621 21 88 5 Baker McKenzie 13,474 105 99 26 Hengeler Mueller 61,385 41 99 6 Linklaters 51,042 97 1010 2 Clifford Chance 57,685 83 1010 7 Clifford Chance 57,685 83 Source: Mergermarket Source: Mergermarket Source: Mergermarket

The advisor league tables by value and volume have been run from 01/01/2021 to 30/06/2021 and exclude lapsed and withdrawn deals. The tables are pan-European and cover all sectors. Source: Mergermarket 11 xxxAll sectors league tables—mid-market xxx

Financial advisors by value—mid-market (€5m-€250m) Financial advisors by volume—mid-market (€5m-€250m)

HY 2021 HY 2020 Company name Value (€m) Deal count HY 2021 HY 2020 Company name Value (€m) Deal count 1 5 Rothschild & Co 5,340 44 1 4 PwC 4,096 48 2 4 PwC 4,096 48 2 5 Rothschild & Co 5,340 44 3 1 Deloitte 2,760 42 3 1 Deloitte 2,760 42 4 3 KPMG 2,753 37 4 3 KPMG 2,753 37 5 10 JPMorgan 2,362 15 5 2 EY 2,166 30 6 2 EY 2,166 30 6 6 Oaklins 699 16 7 6 Lazard 1,534 12 7 11 JPMorgan 2,362 15 8 124 Citi 1,534 8 8 50 GCA Corporation 1,009 14 9 19 Goldman Sachs & Co 1,514 8 9 27 Lincoln International 664 13 10 17 Natixis 1,270 10 10 9 Lazard 1,534 12

Legal advisors by value—mid-market (€5m-€250m) Legal advisors by volume—mid-market (€5m-€250m)

HY 2021 HY 2020 Company name Value (€m) Deal count HY 2021 HY 2020 Company name Value (€m) Deal count 1 3 DLA Piper 4,058 66 1 2 DLA Piper 4,058 66 2 6 Linklaters 3,762 27 2 1 Baker McKenzie 2,770 34 3 10 Freshfields Bruckhaus Deringer 3,140 25 3 4 Latham & Watkins 2,488 28 4 1 Baker McKenzie 2,770 34 4 7 Linklaters 3,762 27 5 9 White & Case 2,769 26 5 5 White & Case 2,769 26 6 4 Allen & Overy 2,580 24 6 3 CMS 1,896 26 7 2 Latham & Watkins 2,488 28 7 36 Eversheds Sutherland 1,646 26 8 21 Orrick Herrington & Sutcliffe 2,324 22 8 18 Freshfields Bruckhaus Deringer 3,140 25 9 7 CMS 1,896 26 9 6 Allen & Overy 2,580 24 10 77 Herzog Fox & Neeman 1,729 23 10 44 Herzog Fox & Neeman 1,729 23 Source: Mergermarket Source: Mergermarket Source: Mergermarket

The advisor league tables by value and volume have been run from 01/01/2021 to 30/06/2021 and exclude lapsed and withdrawn deals. The tables are pan-European and cover all sectors. Source: Mergermarket 12 xxxAll sectors league tables—PR advisors xxx

PR advisors by value PR advisors by volume

HY 2021 HY 2020 Company name Value (€m) Deal count HY 2021 HY 2020 Company name Value (€m) Deal count 1 2 Brunswick Group 68,958 57 1 3 Brunswick Group 68,958 57 2 6 Kekst CNC (Publicis) 45,068 34 2 1 FTI Consulting 28,004 50 3 1 Finsbury Glover Hering 32,048 21 3 5 Kekst CNC (Publicis) 45,068 34 4 - ICR 29,214 13 4 6 Barabino & Partners 10,766 27 5 3 FTI Consulting 28,004 50 5 14 Tulchan Communications 18,472 26 6 7 Sard Verbinnen & Co 25,393 17 6 4 Maitland (AMO) 4,554 25 7 20 Teneo 25,033 11 7 17 LLYC 15,216 23 8 45 Tulchan Communications 18,472 26 8 18 Kreab 6,238 23 9 4 Joele Frank Wilkinson Brimmer Katcher 18,011 16 9 2 Finsbury Glover Hering 32,048 21 10 13 LLYC 15,216 23 10 9 IWK (formerly Ira Wülfing Kommunikation) 520 21

PR advisors by value—mid-market (€5m-€250m) PR advisors by volume—mid-market (€5m-€250m)

HY 2021 HY 2020 Company name Value (€m) Deal count HY 2021 HY 2020 Company name Value (€m) Deal count 1 2 Brunswick Group 1,906 16 1 1 FTI Consulting 1,293 19 2 1 FTI Consulting 1,293 19 2 6 Brunswick Group 1,906 16 3 93 Hudson Sandler 780 9 3 5 MHP Communications 624 16 4 7 Teneo 756 8 4 48 SEC Newgate S.p.A. 260 11 5 57 Camarco 723 9 5 93 Hudson Sandler 780 9 6 10 Kekst CNC (Publicis) 668 5 6 15 Camarco 723 9 7 12 Buchanan Communications 640 8 7 8 Tulchan Communications 553 9 8 8 Finsbury Glover Hering 637 5 8 16 Teneo 756 8 9 52 MHP Communications 624 16 9 11 Buchanan Communications 640 8 10 5 Tulchan Communications 553 9 10 3 Citigate Dewe Rogerson 519 7 Source: Mergermarket Source: Mergermarket Source: Mergermarket

The advisor league tables by value and volume have been run from 01/01/2021 to 30/06/2021 and exclude lapsed and withdrawn deals. The tables are pan-European and cover all sectors. Source: Mergermarket 13 Consumer Consumer M&A rises as pandemic restrictions lift

The consumer sector is in a particularly strong position to PE leads consumer comeback benefit as COVID-19 lockdown restrictions are relaxed. Parts Consumer M&A activity, Almost half of that figure was accounted for by PE activity. of the industry held up well during the crisis, with ecommerce 2018 - HY 2021 PE buyers accounted for €12.3bn of M&A dealmaking in the playing an increasing role in driving revenues—and sales of consumer sector during the first half, almost three times the essential goods maintained—but the return of physical retail €4.5bn seen in the same period of 2020; deal volumes with should accelerate demand for a broad range of consumer 300 25 PE buyers nearly doubled from 50 to 96 transactions. PE exit products; supply chain pressures should also begin to ease. value also accelerated, from €2.3bn to €6.2bn, year-on-year, with transactions increasing from 27 to 58. 250 Consumer confidence is also increasing. While many remain 20 nervous, confidence indices recorded their strongest readings With the consumer sector in the midst of an unprecedented since the COVID-19 pandemic began during the second transformation—confronting issues ranging from the need for 200

quarter of the year. Deal value €(bn) digitalization to pressure for supply chain modernization—PE 15 firms are repositioning. Indeed, the PE industry accounted for the top three deals in the sector during the first half. Against this backdrop, M&A activity in the 150 Deal volume Deal sector was strong during the first half of the 10 At the top of the table, L Catterton, the PE firm part-owned year. In all, there were 452 transactions in 100 by Louis Vuitton and Christian Dior owner LVMH, agreed to consumer industries over the first six months pay €3.8bn for German sandal maker Birkenstock, ending the 5 company’s independence after almost 250 years of trading. of 2021, a 30% increase on the same period 50 Sales of Birkenstock sandals have soared over the last 18 of last year. Total deal values rose 53% months, with consumers focused on comfort and heritage to €26.2bn. during such tumultuous times. 0 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 2018 2019 2020 2021

Deal volume Deal value €(bn)

Source: Mergermarket

15 International buyers sweep in Consumer top bidders by value I HY 2021 In the second-biggest consumer sector deal of the first half, EUR (m) the Chinese PE firm Hillhouse Capital agreed to pay €3.7bn USA 8,943 for the domestic appliance business of Philips, which makes China 3,707 everything from toasters to vacuum cleaners. The deal ensures United Kingdom 3,613 Philips is able to focus its energies on its medical products Italy 2,101 division, which offers higher margins and strong growth France 1,714 potential. Hillhouse, meanwhile, believes it can drive value at its acquisition through digital transformation, leveraging Consumer top bidders by volume I HY 2021 its experience at similar businesses within its portfolio. Deal count Elsewhere, US-based announced the €1.7bn United Kingdom 50 acquisition of Valeo Foods, an Irish producer of food and drink France 49 products. Bain already has in a string of prominent Italy 48 consumer brands, including and Domino’s Pizza, Sweden 33 Germany 33 and Valeo’s brands, including Batchelors and Jacobs, will now join that stable.

Such deals underline the increasingly global nature of the consumer sector, with businesses and investors in the industry focused on growth in new markets. Indeed, it is notable that in value terms at least, US and Chinese buyers were more active than their EMEA counterparts during the first half. Together, these acquirers accounted for €12.7bn worth of deals, more than half the total amount recorded across the consumer sector. In volume terms, international buyers were a little less significant, reflecting their focus on the largest consumer businesses.

16 New sales channels fuel M&A Consumer top 10 announced deals, HY 2021 Looking forward, there is every reason to expect further M&A activity amongst consumer companies during the second Announced Bidder company Target company Target Vendor company Deal value half of 2021 and beyond. Trade buyers and PE investors alike date dominant (€m) continue to focus on emerging trends in the sector: omni- country channel retailing is driving new approaches to the marketplace, 1 26-Feb-21 L Catterton Management Limited; Birkenstock GmbH & Co. KG Germany 3,785 consumer companies that once distributed purely through Financiere Agache retailers are launching direct-to-consumer operations, and 2 25-Mar-21 Hillhouse Capital Management, Koninklijke Philips N.V. (Domestic Netherlands Koninklijke Philips N.V. 3,700 Ltd. Appliances & Personal Care (DAP)) social purpose and sustainability are increasingly important. 3 10-May-21 Bain Capital, L.P. Valeo Foods Group Limited Ireland CapVest Partners LLP 1,700 (Republic) Given these trends, many management teams are concluding 26-May-21 , Inc. Chipita S.A. The Olayan Group 1,636 their existing business mix is not fit for purpose, requiring them 4 to exit certain businesses and to focus on acquisitions in areas 5 03-May-21 ams AG Osram GmbH Germany 1,379 where they lack key competencies. (28% Stake) 6 18-May-21 Magnit PJSC DIXY Holding Cyprus Mercury Group 1,025 Global interest in EMEA-based consumer companies is also Limited set to continue. With European stock market valuations still 7 25-Jan-21 Altamir Amboise; Olivier Bertrand THOM Europe SAS France Bridgepoint Advisers Limited; 1,000 lagging US prices, American buyers are looking to the region (Private Investor) Apax Partners SAS; Qualium Investissement for value. Buyers from developing economies, including China, 8 24-Jun-21 Cinven Partners LLP; Fressnapf Agrifarma SpA Italy Permira Advisers LLP 1,000 see the opportunity to bring Western brands to markets where Holding SE the rapid growth of middle-class consumers with increasing 9 03-Feb-21 Euro Garages Limited Asda (Forecourt business) United ASDA Group Limited 851 spending power represents an enormous opportunity. Kingdom 10 23-Feb-21 Moncler S.p.A. Sportswear Company S.p.A. Italy Rivetti Family; Carlo Rivetti 805 (70% Stake) (Private Investor)

Source: Mergermarket 17 xxxAllConsumer sectors leagueleague tablestables xxx

Financial advisors by value Financial advisors by volume

2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 3 Goldman Sachs & Co 12,933 9 11 3 Deloitte 5,647 29 22 27 Morgan Stanley 5,968 5 22 5 Rothschild & Co 5,365 25 33 44 Deloitte 5,647 29 33 6 PwC 349 24 44 65 Rothschild & Co 5,365 25 44 1 KPMG 1,701 16 55 1 JPMorgan 4,042 4 55 2 EY 149 12 66 - Moelis & Company 3,700 1 66 15 Clearwater International 90 12 77 10 Credit Suisse 3,336 3 77 8 Goldman Sachs & Co 12,933 9 88 63 Houlihan Lokey 2,783 7 88 14 Alantra 854 8 99 22 Bank of America 2,773 2 99 96 GCA Corporation 200 8 1010= - Banco BTG Pactual 2,258 1 1010 4 Oaklins 48 8 10= - BR Partners 2,258 1 Legal advisors by value Legal advisors by volume

2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 - De Brauw Blackstone Westbroek 5,508 3 11 5 Allen & Overy 552 16 22 2 Linklaters 4,867 9 22 4 DLA Piper 1,157 15 33 113 Houthoff 4,400 3 33 13 Freshfields Bruckhaus Deringer 3,090 13 44 193 Kirkland & Ellis 4,180 4 44 3 Baker McKenzie 853 11 55 120 Deloitte Legal 3,785 6 55 2 Linklaters 4,867 9 66 32 Noerr 3,785 3 66 15 Nctm Studio Legale 140 9 77= 140 Arendt & Medernach 3,785 1 77= 1 CMS - 9 87= - Gibbons 3,785 1 87= 14 PwC legal - 9 99 43 Fangda Partners 3,700 1 99 17 Pedersoli Studio Legale 1,346 8 1010 70 3,590 5 1010 12 Cuatrecasas - 8 Source: Mergermarket Source: Mergermarket Source: Mergermarket

The advisor league tables by value and volume have been run from 01/01/2021 to 30/06/2021 and exclude lapsed and withdrawn deals. The tables are pan-European and cover the consumer sector. Source: Mergermarket 18 Energy, mining & utilities EMU deals show signs of recovery on back of green investments and strong oil price

Energy, mining and utilities (EMU) companies have been Decarbonization spurs deals significantly impacted by the COVID-19 pandemic, with EMU M&A activity, More than the disruptions it brought to the sector, the oil prices crashing to record lows in the spring of 2020 as 2018 - HY 2021 pandemic has also accelerated existing trends towards demand fell—a problem exacerbated by a price war between decarbonization and investment in renewable energy. Two of Saudi Arabia and Russia. the most active areas in the EMU market reflect the strategic 200 60 transformation that many businesses in the sector now Since then, M&A in the sector has recovered gradually consider essential. alongside commodity prices. The sector is benefiting as 50 demand increases once again and operational challenges are First, utility businesses featured in a significant number of less pronounced, though the industry remains vulnerable to 150 transactions, including the biggest EMU deal of all during the disruption as infection rates ebb and flow across the region. first half, National Grid’s €16.6bn acquisition of Western Power 40

Deal value €(bn) Distribution. The deal is typical of the sort of repositioning Against this backdrop, while the first half of 2021 did see a now ongoing at many businesses—National Grid said the recovery in EMU sector M&A activity, the bounceback was not 100 30 deal would transform its UK portfolio, giving it a significant as marked as in other industries. scale position in UK electricity distribution and helping it move Deal volume Deal towards its climate goal changes. 20 There were 292 deals recorded in the sector Second, renewable energy assets are attracting significant 50 during the first six months of the year, with a interest, as the whole EMU sector comes under pressure to total value of €61.9bn—representing a 29% 10 focus on its carbon footprint. The third-biggest deal of the first increase, year-on-year, in volumes, and 16% half, IFM Investors’ purchase of a 22.7% stake in Spanish utility firm Naturgy for €5.1bn, is a good example. While Naturgy in terms of value. 0 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 has the largest gas distribution and third-largest electricity 2018 2019 2020 2021 distribution networks in Spain, it is also a major investor in Deal volume Deal value €(bn) renewables, with an existing portfolio of 4.6GW of capacity, including wind, solar, and hydroelectric. Source: Mergermarket

20 Stiff competition for best assets EMU top bidders by value I HY 2021 There were several other significant renewables-focused EUR (m) transactions in the EMU sector during the first half of the year, United Kingdom 21,155 with investment buyers featuring prominently. For example, USA 10,774 Norges Bank invested €1.4bn in two of Orsted’s offshore Australia 5,060 wind farms, while EQT paid €1.2bn to acquire the Spanish Norway 2,335 renewables firm Solarpack. Thailand 2,026

These areas of the market are likely to see continued deal EMU top bidders by volume I HY 2021 activity during the second half of the year. The renewables sector, in particular, is seeing stiff competition for the best Deal count assets—trade buyers are anxious to move away from fossil United Kingdom 50 fuel dependency, but investors are attracted to the stable Norway 22 cash flows, often underpinned by government or regulatory Italy 22 Spain 19 guarantees, that parts of the sector offer. Germany 18

The EU’s ambitious plans to reduce greenhouse gas emissions by 55% by 2030 (compared to 1990 levels) and reach net neutral by 2050 will provide additional incentive for investment in green energy.

21 EMU top 10 announced deals, HY 2021 Fossil fuel producers consolidate The other notable deal driver for EMU businesses is the ongoing recovery of the oil price. The price of a barrel of WTI Announced Bidder company Target company Target Vendor company Deal value oil briefly slipped below US$0 in April 2020 as the global date dominant (€m) country economy slipped into a COVID-19-induced recession, but has since recovered strongly. By the end of the first half of this 1 18-Mar-21 National Grid Plc Western Power Distribution plc United PPL Corporation 16,591 Kingdom year, the oil price had risen above US$75, a six-year high. 2 09-Apr-21 A consortium led by EIG Global Aramco Oil Pipelines Company (49% Stake) Saudi Arabia Saudi Arabian 10,423 Energy Partners Oil Co. Last year’s oil price collapse paved the way for a wave of 3 26-Jan-21 IFM Investors Naturgy Energy Group (22.69% Stake) Spain 5,060 consolidation, with businesses across the sector—upstream and downstream—combining in order to manage cost and 4 01-Feb-21 PTT Exploration and Production PCL Block 61 Sultanate of Oman Oman BP Plc 2,026 protect margins to get through the crisis. That wave of M&A activity is continuing, with the oil price recovery supporting 5 18-Mar-21 CK Asset Holdings Limited Northumbrian Water Limited (20% Stake); United Li Ka Shing 1,834 dealmaking—and pressure for consolidation, efficiency, and Wales & West Utilities Limited (10% Stake); Kingdom Foundation UK Power Networks Holdings Limited (20% Limited cost reduction continuing. Stake); Dutch Enviro Energy (10% Stake) 6 11-Mar-21 Frank's International N.V. Expro International Group Ltd. United 1,783 Even the biggest businesses are focusing on cash. The Kingdom second-biggest deal in the first half saw the world’s largest 7 07-Apr-21 Norges Bank Investment Orsted A/S (752 MW Borssele 1 & 2 Netherlands Orsted A/S 1,375 oil producer Saudi Aramco sell a 49% stake in its oil pipelines Management AS Offshore Wind Farm) (50% Stake) business to EIG Global Energy Partners for €10.4bn. Aramco 8 04-Mar-21 Chubu Electric Power Co., Inc.; Hornsea 1 offshore electricity transmission United Hornsea 1 1,362 Diamond Transmission Corporation link asset Kingdom continues to fundraise in order to finance new investments, as Limited well as its dividend obligations to the Saudi government. 9 16-Jun-21 EQT Partners AB Solarpack Corporacion Spain 1,238 Tecnologica, S.A. 10 19-Jan-21 ZCCM Investments Holdings Plc Mopani Copper Mines Plc (90% Stake) Zambia Carlisa 1,211 Investments Corp.

Source: Mergermarket 22 xxxAllEMU sectors league league tables tables xxx

Financial advisors by value Financial advisors by volume

2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 1 JPMorgan 35,960 10 11 7 Rothschild & Co 5,769 18 22 8 Goldman Sachs & Co 32,290 7 22 2 KPMG 1,511 17 33 30 Barclays 21,864 3 33 3 EY 564 14 44 31 Robey Warshaw 20,918 2 44 14 BNP Paribas 17,690 11 55 6 BNP Paribas 17,690 11 55 4 JPMorgan 35,960 10 66 10 Credit Suisse 16,998 3 66 16 Jefferies 2,511 10 77 13 Moelis & Company 12,341 3 77 1 PwC 1,526 10 88 4 HSBC 12,257 3 88 6 Deloitte 238 10 99 18 Morgan Stanley 12,018 8 99 42 Morgan Stanley 12,018 8 1010 7 Lazard 11,281 5 1010 8 Citi 8,699 8

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2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 - Davis Polk & Wardwell 31,618 3 11 1 Linklaters 9,740 18 22 8 Latham & Watkins 21,896 5 22 4 Clifford Chance 2,476 17 33 25 Herbert Smith Freehills 21,417 10 33 3 CMS 2,891 15 44 - Skadden Arps Slate Meagher & Flom 21,038 3 44 13 White & Case 10,679 14 55 - Cravath, Swaine & Moore 20,918 2 55 5 Norton Rose Fulbright 3,826 14 66 6 Freshfields Bruckhaus Deringer 18,748 6 66 27 Thommessen 176 13 77 7 Ashurst 17,013 5 77 8 Herbert Smith Freehills 21,417 10 88 74 Orrick Herrington & Sutcliffe 12,853 9 88 21 Eversheds Sutherland 1,796 10 99 - BDGS Associes 10,940 2 99 7 Watson, Farley & Williams 828 10 1010= - Darrois Villey Maillot Brochier 10,700 1 1010 15 DLA Piper 684 10 Source: Mergermarket Source: Mergermarket 10= - Weil Gotshal & Manges 10,700 1 Source: Mergermarket

The advisor league tables by value and volume have been run from 01/01/2021 to 30/06/2021 and exclude lapsed and withdrawn deals. The tables are pan-European and cover the EMU sector. Source: Mergermarket 23 Financial services Financial services deal volume ticks up as consolidation heats up

The financial services sector saw strong levels of M&A activity Seeking scale Financial services M&A activity, during the first half of the year, despite concerns about Nevertheless, most of the industry was able to continue 2018 - HY 2021 valuations in a sector that was not impacted as severely by operating and by the second half of 2020, as the immediate the COVID-19 crisis as some others. disruptions caused by the pandemic subsided, M&A activity was rebounding strongly. Banks looked to continue with 200 70 consolidation plans in a market where scale matters, for Overall, there were 301 deals in the example, and the whole industry focused on the pressure for 60 sector during the first six months of the digital transformation; fintech businesses figured prominently year, a 33% increase on the same period in many deals. 150 50 of 2020.

These trends continued—and in many cases accelerated— Deal value €(bn) during the first half of 2021. Not least, the pandemic 40

Deal values reached €64.6bn—although this was a slight has undoubtedly convinced banks of the wisdom of their 100 drop on the first-half 2020 total of €65.4bn, €33.1bn of that consolidation activity, prompting many to redouble their efforts Deal volume Deal 30 total came from a single deal announcement, Aon’s attempted in this area. In one prominent example, Allied Irish Banks acquisition of Willis Towers Watson, which ultimately acquired Ulster Bank Ireland’s commercial lending business for collapsed in early Q3. €4.1bn; the deal reflected AIB’s desire for greater scale and the 20 50 decision of Ulster Bank owner Royal Bank of Scotland to exit

It would be wrong to consider financial services as immune the Irish market. 10 to COVID-19. Investment banks, for example, were rocked by the loss of advisory fees as the broader M&A market dived Nor is banking the only area of the financial services market 0 0 during the pandemic; elsewhere, trading revenues suffered as where businesses are considering their strategic options. In Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 financial markets declined; and there was widespread anxiety , for example, the €3.2bn sale by Aviva of its French 2018 2019 2020 2021 about the potential impact on the sector of loan defaults. operation reflects the determination of the UK company to Deal volume Deal value €(bn) focus on markets where it has the greatest scale. Source: Mergermarket

25 PE activity triples FS top bidders by value I HY 2021 Indeed, PE buyout activity nearly tripled from €4.7bn in EUR (m) the first half of 2020 to €12.2bn in the same period of this USA 17,829 year. The number of buyouts rose from 37 to 44 year-on- France 9,077 year. PE firm exit activity also rose, with the number of such Italy 6,816 transactions increasing from 19 to 28 in the first half of 2021. United Kingdom 5,243 The total value of these exit deals more than doubled, from Canada 4,561 €3.4bn in the first half of 2020 to €9.5bn a year later. FS top bidders by volume I HY 2021 The most prominent of these transactions saw Canadian PE firm Brookfield Partners agree to pay €4.2bn for Modulaire Group, Deal count a pan-European business specializing in modular workspace. United Kingdom 76 The deal is typical of increasing interest in a broadening range USA 34 of infrastructure assets, with subsectors such as warehousing France 30 and hybrid working space in particular demand in the light of Italy 14 Spain 14 the COVID-19 crisis. Netherlands 14

The pandemic also played a role in driving the biggest financial services sector deal of all of the first half, with Italy’s state lender Cassa Depositi e Prestiti selling the export agency SACE to the Italian Treasury for €4.3bn. That deal reflects the Italian government’s determination to take greater control of the agency given its importance in supporting economic recovery; SACE also plays a key role in helping Italian companies to access credit, which has become more challenging given the pressures of the pandemic.

26 Consolidation set to continue Financial services top 10 announced deals, HY 2021 Looking forward, the financial services industry expects M&A to continue to grow during the second half of the year and Announced Bidder company Target company Target Vendor company Deal value beyond. The sector continues to see consolidation as a means date dominant (€m) with which to address the challenges it faces, from increasing country regulation to the imperative to invest in new technology. On the 1 03-Mar-21 Ministero dell'Economia e delle SACE S.p.A. Italy Cassa Depositi e 4,250 latter priority, moreover, deals with disruptive fintechs and other Finanze Prestiti S.p.A. challengers offer a means to jumpstart digital transformation. 2 27-Jun-21 Brookfield Business Partners L.P. Modulaire Group United TDR Capital LLP 4,189 Kingdom

Certain parts of the sector could be particularly rife for 3 28-Jun-21 Allied Irish Banks Plc Ulster Bank Ireland DAC (performing Ireland Royal Bank of 4,100 commercial lending business) (Republic) Scotland Group Plc dealmaking. The asset and wealth management industry, in 09-Feb-21 BPCE Group Natixis S.A. (29.3% Stake) France 3,706 particular, continues to see elevated levels of activity as firms 4 focus on distribution, market reach, and transformational 5 23-Feb-21 Aema Groupe Aviva France France Aviva Plc 3,200 technologies such as robo-advice. 6 05-Mar-21 TDR—I Squared consortium Aggreko PLC United 3,130 Kingdom 7 12-May-21 Arthur J. Gallagher & Co. Willis Re Limited; Willis Towers Watson United Willis Towers Watson 2,949 Public Limited Company (corporate risk and Kingdom Public Limited broking and health and benefits services) Company; Aon plc 8 26-Mar-21 Allianz SE Aviva Poland Aviva Plc 2,500

9 19-May-21 KKR & Co., Inc. John Laing Group plc United 2,332 Kingdom 10 29-Mar-21 Carlyle Aviation Partners Fly Leasing Limited Ireland 1,951 (Republic)

Source: Mergermarket 27 xxxAllFinancial sectors services league tablesleague tables xxx

Financial advisors by value Financial advisors by volume

2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 5 JPMorgan 28,474 19 11 4 JPMorgan 28,474 19 22 1 Goldman Sachs & Co 26,736 18 22 6 Goldman Sachs & Co 26,736 18 33 2 Morgan Stanley 16,887 10 33 3 Rothschild & Co 6,054 18 44 15 Bank of America 14,141 7 44 1 KPMG 6,760 14 55 16 Barclays 10,039 10 55 5 PwC 832 13 66 18 Lazard 6,906 3 66 7 Morgan Stanley 16,887 10 77 4 KPMG 6,760 14 77 19 Barclays 10,039 10 88 13 Evercore 6,246 7 88 10 EY 1,724 9 99 8 Rothschild & Co 6,054 18 99 8 Bank of America 14,141 7 1010 7 Citi 5,730 7 1010 17 Evercore 6,246 7

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2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 22 Slaughter and May 10,262 9 11 4 Allen & Overy 8,896 20 22 27 Allen & Overy 8,896 20 22 37 Eversheds Sutherland 507 16 33 3 Skadden Arps Slate Meagher & Flom 8,384 4 33 6 DLA Piper 334 13 44 2 Freshfields Bruckhaus Deringer 7,330 11 44 2 Clifford Chance 5,256 12 55 126 Bredin Prat 7,146 3 55 11 Freshfields Bruckhaus Deringer 7,330 11 66 19 Kirkland & Ellis 6,880 11 66 14 Kirkland & Ellis 6,880 11 77 - Wiersholm 6,399 4 77 1 White & Case 5,592 10 88 1 Cleary Gottlieb Steen & Hamilton 5,678 3 88 15 Slaughter and May 10,262 9 99 14 White & Case 5,592 10 99 - Gorrissen Federspiel 2,124 8 1010 4 Latham & Watkins 5,453 6 1010 19 CMS 342 8 Source: Mergermarket Source: Mergermarket Source: Mergermarket

The advisor league tables by value and volume have been run from 01/01/2021 to 30/06/2021 and exclude lapsed and withdrawn deals. The tables are pan-European and cover the financial services sector. Source: Mergermarket 28 Industrials & chemicals Industrials & chemicals sector roars back as economy rebounds

With economies across Europe largely on the road to The data tells the story. In total, the I&C sector registered I&C M&A activity, recovery courtesy of COVID-19 vaccine programs, industrial €71.2bn worth of transactions during the first six months of 2018-HY 2021 production has begun to ramp up in recent months. Clearly, 2021, 40% more than in the same period of last year. And the major uncertainties remain, but the rebound looks strong. In increase wasn’t dependent on just a handful of larger deals. April, for example, European Union industrial production was 500 100 up 39% compared to the same month a year previously, when the pandemic sent much of the continent into near Deal volumes rose even more strongly: the total lockdown. 890 transactions seen during the first half of 400 80 the year represented a 50% increase on the This recovery first began to feed through into elevated M&A first half of 2020.

activity in the industrials and chemicals (I&C) sector during the Deal value €(bn) 300 60 second half of last year, but dealmaking gathered significant pace over the first six months of 2021. So much so that the sector was the second-busiest for M&A activity, in both value Deal volume Deal and volume terms, in the EMEA region during this period— 200 40 only TMT registered greater levels of dealmaking.

100 20

0 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 2018 2019 2020 2021

Deal volume Deal value €(bn)

Source: Mergermarket

30 I&C top bidders by value I HY 2021 US inbound interest One notable part of this story has been the very strong US EUR (m) interest in EMEA acquisitions in the I&C sector. Some 99 of USA 43,329 Canada 3,676 first-half deals in the sector featured a US acquirer—only France 3,264 Sweden and Germany figured more highly—and these United Kingdom 3,220 buyers spent €43.3bn on I&C companies, more than 10 Japan 2,880 times as much as bidders from any other single country.

I&C top bidders by volume I HY 2021 One driver of this trend has undoubtedly been the lower valuations of public market companies in the EMEA region Deal count compared to the US. In May, for example, the US market as Sweden 108 a whole traded on a forward price to earnings ratio of 21, Germany 105 against 18 in France, 15 in Germany, and 13 in both the UK USA 99 and Italy. In addition, US investors have so much capital to United Kingdom 97 deploy that they must look internationally for opportunities. France 91 The biggest deal of the first half in the I&C sector is a good example of how these drivers are playing out in practice. Gores Holdings V, a special purpose acquisition company (SPAC) backed by the billionaire Alec Gores, agreed to pay €7.3bn for Ardagh Group, the Luxembourg-based global packaging company. SPACs, or blank-check firms, are shell companies that raise funds through an to make acquisitions.

31 I&C top 10 announced deals, HY 2021 PE pushes up value Similarly, PE firms—both in the US and from the EMEA region itself—have been significant players in I&C M&A activity. The Announced Bidder company Target company Target Vendor company Deal value total value of PE buyouts in the I&C sector reached €29.8bn date dominant (€m) country during the first half of 2021; that was a 16% rise on the first half of 2020 even though last year’s figure was boosted by the 1 23-Feb-21 Gores Holdings V, Inc. Ardagh Metal Packaging S.A. Luxembourg Ardagh Group S.A. 7,286 US$17.2bn takeover of ThyssenKrupp’s elevators business by 2 05-Feb-21 Blackstone Infrastructure—Blackstone Signature Aviation plc United 5,068 a group of PE investors. Exit activity also accelerated, with PE Core Equity—GIP—Cascade Consortium (81.27% Stake) Kingdom selling out of 91 I&C companies in the first half of the year, up 3 08-Feb-21 Cinven Partners LLP; Bain Capital, L.P.; Lonza Specialty Ingredients Lonza Group Limited 3,877 from 50 in the same period of 2020. Public Sector Pension Investment Board 4 06-Jun-21 Platinum Equity, LLC Urbaser S.A. Spain China Tianying Inc. 3,500 This year’s PE deals included the second-largest deal of all in the I&C sector during the first half, with a consortium led 5 19-Apr-21 Madison Industries Melrose Plc (Nortek Air United Melrose Plc 3,036 by Blackstone Infrastructure paying €5.1bn for an 81% stake Management business) Kingdom in Signature Aviation. The next biggest deal was also a PE 03-Feb-21 10X Capital Venture Acquisition Corp. REE Automotive Ltd. Israel 2,494 6 transaction, with Cinven and Bain Capital leading a consortium that agreed to pay €3.9bn for the specialty ingredients 7 05-Apr-21 SoftBank Group Corp. AutoStore AS (40% Stake) Norway EQT Partners AB; Thomas 2,377 H. Lee Partners, L.P. business of the Swiss chemicals company Lonza. 8 01-Feb-21 Eaton Corporation Cobham Mission Systems United Cobham Limited 2,340 Wimborne Limited Kingdom Dealmaking in the I&C sector is set to continue in the wake of 9 09-Jun-21 Volkswagen AG; Scania AB; Baillie Gifford Northvolt AB Sweden 2,257 the COVID-19 pandemic, as the industry continues to redefine & Co., Ltd.; Compagnia Di San Paolo; AMF its value chain, move on from operational disruption, and Pensionsforsakring AB; Baron Capital Group; ATP Group; Goldman Sachs Asset address supply chain concerns. Management, L.P.; Fjarde AP-fonden; Forsta AP Fonden 1; AP Fonden 2; Tredje AP-fonden; OMERS Private Equity Inc.; PCS With strong competition for assets in the sector—corporates Holding AG; Daniel Ek (Private Investor); EIT are vying with private equity, while the pool of bidders for InnoEnergy SE; IMAS Foundation; Norrsken many companies is global—valuations have increased sharply VC; Cristina Stenbeck (Private Investor); Bridford Investments; Stena Metall Finans over the past year, encouraging disposals, but not necessarily deterring acquirers given that other areas of the market look 10 30-Mar-21 Qell Acquisition Corp. Lilium GmbH Germany 2,082 much more fully priced.

Source: Mergermarket 32 xxxAllI&C sectors league leaguetables tables xxx

Financial advisors by value Financial advisors by volume

2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 12 Citi 20,572 9 11 1 Deloitte 4,390 49 22 13 Morgan Stanley 17,368 8 22 2 PwC 1,650 41 33 1 Goldman Sachs & Co 14,837 10 33 4 KPMG 413 33 44 2 UBS Investment Bank 12,997 11 44 5 Rothschild & Co 10,681 26 55 5 JPMorgan 12,150 11 55 10 Alantra 50 22 66 3 Rothschild & Co 10,681 26 66 15 Lincoln International 1,395 20 77 6 Deutsche Bank 9,430 6 77 3 EY 241 19 88 14 Barclays 8,497 8 88 14 Baker Tilly International 19 16 99 17 Bank of America 8,291 6 99 7 GCG 17 15 1010 38 Jefferies 6,772 5 1010 8 Oaklins 9 14

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2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 9 Latham & Watkins 13,474 18 11 1 DLA Piper 2,773 42 22 44 Weil Gotshal & Manges 13,071 10 22 3 White & Case 10,353 26 33 4 Freshfields Bruckhaus Deringer 12,932 16 33 2 CMS 99 25 44 5 Kirkland & Ellis 12,707 10 44 5 Eversheds Sutherland 456 24 55 3 White & Case 10,353 26 55 4 Baker McKenzie 2,332 23 66 30 Shearman & Sterling 8,902 6 66 319 Hengeler Mueller 929 20 77 80 Loyens & Loeff 8,765 9 77 7 Latham & Watkins 13,474 18 88 2 Linklaters 8,286 14 88 23 Schjodt 880 17 99 124 Cuatrecasas 6,676 8 99 321 Heuking Kuhn Luer Wojtek 55 17 1010 10 Slaughter and May 6,234 3 1010 6 Freshfields Bruckhaus Deringer 12,932 16 Source: Mergermarket Source: Mergermarket Source: Mergermarket

The advisor league tables by value and volume have been run from 01/01/2021 to 30/06/2021 and exclude lapsed and withdrawn deals. The tables are pan-European and cover the I&C sector. Source: Mergermarket 33 Pharma, medical & biotech PMB deal value jumps up, despite lack of megadeals

Pharmaceutical, medical and biotech (PMB) businesses have New products, new structures been at the forefront of the battle against the COVID-19 PMB M&A activity, The biggest deal of the year to date has been Nasdaq- pandemic over the past 18 months, racing to develop 2018 - HY 2021 listed Jazz Pharmaceuticals’s €5.3bn purchase of the UK’s vaccines, treatments, and testing to combat the virus. But GW Pharmaceuticals, which develops drugs based on while this role has naturally focused attention on the sector, cannabinoids. For Jazz, the deal represents an opportunity to the crisis has also caused disruption, with practical impacts 200 100 build out further its market-leading position in medicines for hampering operations, supply chains, and distribution. treatment of neuro conditions such as epilepsy. The need for companies to consolidate their focus in particular therapeutic

Amid the uncertainties of the pandemic, M&A activity in the 80 areas is a consistent driver of transaction activity in the sector. PMB sector slowed sharply during the first half of last year, as 150 in other industries. But the second half of 2020 saw a recovery The second-biggest transaction of the first half saw drug

and the evidence of the first half data for 2021 is that this Deal value €(bn) wholesaler AmerisourceBergen pay €5.3bn for the majority 60 bounceback has picked up pace. of Boots Alliance’s Alliance Healthcare wholesale

100 distribution business. Again, consolidation was the key driver: in a market where scale and reach drive efficiency and Deal volume Deal The first six months of 2021 saw €50.2bn 40 effectiveness, the company believes the deal will enable it to worth of PMB transactions in the EMEA offer better support to customers.

region, spread across 340 deals—a 209% 50 By contrast, the next biggest first-half deal in PMB reflects a increase in value terms on the same period 20 different driver, with the SPAC Montes Archimedes Acquisition of last year, and a 37% increase in volume. paying €5.2bn for the Swiss biotech Roivant. The rise and rise of SPACs over the past 18 months has lead to ever-growing 0 0 As this data suggests, larger transactions are once again Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 pools of capital looking for investment opportunities, with becoming more common, though as yet, there has been no 2018 2019 2020 2021 PMB sector companies often targeted; Roivant is the latest return to the megadeals that have played out in the sector Deal volume Deal value €(bn) such transaction. at certain times over the past few years. Source: Mergermarket

35 PMB top bidders by value I HY 2021 Buyout value surges Looking ahead, the potential tailwinds for further M&A In a similar vein, PE buyers continue to be keen participants outnumber the headwinds. On the negative side, regulatory EUR (m) in PMB M&A activity, increasing their exposure to the sector intervention poses a risk, particularly for US acquirers, with USA 22,048 France 6,264 during the first half of 2020. The value of PE buyouts in the the Federal Trade Commission signaling its intention to work Sweden 6,078 sector almost tripled year-on-year to reach €26.3bn during the with international competition authorities to review mergers, Ireland (Republic) 5,615 period; that reflected a 35% increase in transaction volumes. and the new Biden Administration intending to focus on drug United Kingdom 2,698 Exit activity also spiked higher: PE firms sold out of 55 pricing. More positively, however, the need for M&A to help positions, with sale proceeds of €6.5bn, three times the total PMB businesses drive innovation and increase the value of PMB top bidders by volume I HY 2021 achieved in the first half of 2020. their portfolios remains pressing; capital is in plentiful supply, providing a ready source of acquisition funding for biotechs; Deal count and fast-developing healthcare technologies such as cell and United Kingdom 51 gene therapy add further impetus. USA 50 France 44 Germany 30 Sweden 23

36 Post-pandemic planning PMB top 10 announced deals, HY 2021 Another potential source of M&A activity is the focus of many large pharmaceutical businesses on their supply Announced Bidder company Target company Target Vendor company Deal value chains in the wake of the pandemic. Many are looking to date dominant (€m) secure more localized supplies of key ingredients following country problems in markets such as India, on which they have 1 03-Feb-21 Jazz Pharmaceuticals, Inc. GW Pharmaceuticals Plc United 5,336 traditionally depended. Kingdom 2 06-Jan-21 AmerisourceBergen Corporation , United Walgreens Boots 5,255 Inc. (majority of Alliance Kingdom Alliance, Inc. In this landscape, M&A activity is likely to continue to accelerate. Healthcare businesses) And while activity has been taking place across the EMEA 03-May-21 Montes Archimedes Acquisition Corp. Roivant Sciences, Ltd. Switzerland 5,233 regions, it has been most marked in countries such as the UK, 3 where the PMB sector is particularly well-developed. No fewer 4 31-May-21 Intermediate Capital Group Plc; Yves Journel DomusVi SAS France 4,300 than six of the ten biggest PMB transactions during the first (Private Investor); Merieux Equity Partners half of 2021 involved UK targets. S.A.S.; BNP Paribas Agility Capital 5 07-Apr-21 CA Healthcare Acquisition Corp. LumiraDx Limited United 4,210 Kingdom 6 09-Feb-21 Nestle Purina PetCare Company; EQT Partners Independent Vetcare United 3,500 AB; Silver Lake Partners Limited Kingdom 7 26-May-21 Ramsay Health Care Limited Spire Healthcare Group plc United 2,392 Kingdom 8 11-Mar-21 CVC Capital Partners Limited; Avista Capital Cooper Consumer Health France Charterhouse Capital 2,000 Partners L.P.; Yvan Vindevogel (Private Investor) SAS Partners LLP 9 27-Jan-21 Nordic Capital ADVANZ PHARMA Corp United 1,671 Kingdom 10 01-Mar-21 Altaris Capital Partners, LLC Perrigo Company Israel Perrigo Company plc 1,244 plc (Generic Rx Pharmaceuticals business)

Source: Mergermarket 37 xxxAllPMB sectors league league tables tables xxx

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2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 4 Goldman Sachs & Co 20,769 8 11 1 PwC 955 24 22 5 JPMorgan 20,466 15 22 5 JPMorgan 20,466 15 33 26 Centerview Partners 12,332 4 33 3 Rothschild & Co 2,706 15 44 14 Morgan Stanley 11,427 5 44 2 Deloitte 563 13 55 2 Lazard 11,345 5 55 7 KPMG 619 10 66 3 Bank of America 10,086 3 66 13 Goldman Sachs & Co 20,769 8 77 - Evercore 9,546 2 77 11 Clearwater International 490 8 88 74 Raymond James 5,881 2 88 4 EY 72 7 99 - Guggenheim Partners 5,806 3 99 - Translink Corporate Finance - 6 1010 17 SVB Leerink 5,674 4 1010 44 Morgan Stanley 11,427 5

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2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 11 Kirkland & Ellis 21,817 8 11 2 Latham & Watkins 8,378 16 22 1 Weil Gotshal & Manges 11,131 9 22 1 DLA Piper 524 13 33 89 Cravath, Swaine & Moore 10,591 2 33 34 Freshfields Bruckhaus Deringer 8,415 12 44 4 Goodwin Procter 9,952 8 44 14 Baker McKenzie 6,043 12 55 140 Gide Loyrette Nouel 8,810 4 55 36 Plesner 792 10 66 61 Freshfields Bruckhaus Deringer 8,415 12 66 7 CMS 207 10 77 2 Latham & Watkins 8,378 16 77 8 Weil Gotshal & Manges 11,131 9 88 - Simpson Thacher & Bartlett 8,037 2 88 11 McDermott Will & Emery 1,262 9 99 10 White & Case 7,898 7 99 10 Kirkland & Ellis 21,817 8 1010 7 Cleary Gottlieb Steen & Hamilton 7,506 5 1010 5 Goodwin Procter 9,952 8 Source: Mergermarket Source: Mergermarket Source: Mergermarket

The advisor league tables by value and volume have been run from 01/01/2021 to 30/06/2021 and exclude lapsed and withdrawn deals. The tables are pan-European and cover the PMB sector. Source: Mergermarket 38 Telecoms, media & technology M&A in TMT sector surges ahead, fueled by US buyers

Technology, media and telecoms (TMT) was by some distance Another global driver of TMT deals has been the sector’s the busiest sector of the EMEA market for M&A activity during TMT M&A activity, resilience in the face of COVID-19. Indeed, several parts of the first half of 2021. 2018 - HY 2021 the sector have seen positive impacts from the pandemic. Enterprise technology providers have benefited as employers have been forced to rethink working practices. TMT registered 1,105 transactions worth 600 110 The media sector has seen consumption boom in areas such €170.5bn over the first six months of the 100 as streaming. Ecommerce facilitators have been in huge year—representing an increase of 49% in demand. More broadly, the pandemic has accelerated the 500 deal volume and a remarkable 198% rise 90 imperative for businesses from a broad range of sectors to embrace digital transformation, with TMT sector players often 80 in deal values. required to provide support. 400 70 Deal value €(bn) Surging TMT deal activity reflects a number of factors. First, 60 the EMEA region is by no means alone in seeing such frenzied 300 dealmaking—TMT also dominated the global M&A statistics 50 Deal volume Deal during the first half, partly due to a series of blockbuster 40 media deals such as Discovery’s US$96.2bn acquisition of 200 AT&T’s WarnerMedia division, as well as large transactions in 30 the software industry. To some extent, elevated deal activity 20 in the EMEA region is simply part of that global shake-out. 100 10

0 0 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 2018 2019 2020 2021

Deal volume Deal value €(bn)

Source: Mergermarket

40 Lots of liquidity TMT top bidders by value I HY 2021 A third significant factor in TMT’s resurgent M&A activity has EUR (m) been the sheer weight of money competing for deals in the USA 75,838 sector. Corporate acquirers focused on consolidation, scale, Netherlands 40,429 or simply the desire to acquire new intellectual property Spain 11,198 have had to compete with PE firms showing huge appetite United Kingdom 7,242 for the sector. Indeed, PE buyouts in TMT in the first half of France 7,062 2021 almost doubled, to €40.5bn from €20.5bn in the same period a year ago. Exits also increased, with PE firm disposals TMT top bidders by volume I HY 2021 increasing 58% to 215 transactions. Deal count Further competition for the best assets has come from the USA 255 SPACs launched in such large numbers over the past 18 United Kingdom 183 months, particularly in the US. SPAC mergers are well suited Germany 81 to fast-growing early-stage companies—unsurprisingly they Sweden 79 France 70 have been active in targeting tech start-ups.

The biggest first-half deals in the EMEA TMT sector reflect these themes. The biggest deal of all was the €38.1bn share swap between South African conglomerate Naspers and its Dutch subsidiary Prosus. Naspers has a significant holding in Chinese technology giant Tencent, which has soared in value over the past year to such an extent that the South African firm accounted for 25% of the value of the Johannesburg Stock Exchange prior to the Prosus deal.

In second place, Thoma Bravo Advantage, the US SPAC backed by the PE firm Thoma Bravo, paid €8.4bn for the Israeli software firm ironSource, which helps mobile content creators develop apps. The third-largest deal also involved a SPAC, with FinTech Acquisition Corp merging with the fintech business eToro in a deal worth €8.2bn.

41 TMT top 10 announced deals, HY 2021 American appetite Elevated interest in EMEA TMT businesses amongst US SPACs—three of the top ten deals in the first half were of this Announced Bidder company Target company Target Vendor company Deal value nature—was part of a broader American focus on the sector. date dominant (€m) country US acquirers deployed €75.8bn worth of capital in EMEA TMT M&A during the first six months of the year, snapping up no 1 12-May-21 Prosus N.V. Naspers Limited (45.4% Stake) South 38,112 Africa fewer than 255 opportunities. No other country—including 2 21-Mar-21 Thoma Bravo ironSource Ltd. Israel CVC Capital Partners Limited; Viola 8,403 any EMEA nation—came close to hosting such significant Advantage Group; CBC Capital; Redline Capital bidder activity. Management S.A.; Disruptive; Saban Ventures One explanation for this US interest in the region lies in 3 16-Mar-21 FinTech Acquisition eToro Group Ltd. United 8,194 Corp. V Kingdom the valuation differential—the reality that EMEA TMT businesses trade on lower multiples than their North American 4 13-Jan-21 American Tower Telxius Telecom S.A. (telecommunications Germany Telxius Telecom S.A. 7,700 Corporation towers division in Spain, Brazil, Peru, counterparts, whether public or private. But there is also Chile, and Argentina) growing recognition in the US of the maturation of the EMEA 5 29-Mar-21 Ajax I Cazoo Limited United Compagnie Nationale a Portefeuille 5,932 technology sector: the first quarter of the year alone saw 27 Kingdom S.A; BlackRock, Inc.; L Catterton Management Limited; General technology companies in the region become unicorns—that Catalyst Partners; Draper Esprit Plc; is, achieve valuations of US$1bn or more as a private company. Sapphire Ventures, LLC; Novator Partners LLP; Octopus Ventures Limited; Eight Roads Ventures; Looking forward, TMT deal activity remains in an acceleration Entree Capital; Mubadala Capital; phase. Deal volumes in the first half of 2021 were 17% higher dmg ventures; D1 Capital Partners L.P.; Stride.VC; Delin Ventures than in the second half of last year. And with capital for deals still plentiful, corporates still desperate for transformative 6 03-Feb-21 Cellnex Telecom, S.A. Hivory S.A.S. France KKR & Co., Inc.; Altice France S.A. 5,200 deals to reposition themselves for the post-pandemic world, 7 11-Feb-21 Nexi S.p.A. SIA S.p.A. Italy Mediolanum SpA; Deutsche Bank 4,917 and PE firms and SPACs providing stiff competition for the S.p.A.; CDP Equity S.p.A.; FSIA best assets, TMT sector M&A looks likely to remain breathless. Investimenti 8 08-Feb-21 Renesas Electronics Dialog Semiconductor Plc United 4,886 Corporation Kingdom 29-Mar-21 Masmovil Ibercom S.A. Euskaltel, S.A. Spain 3,460 9 10 03-Jun-21 Alkuri Global Babylon Healthcare Services Limited United Canada Pension Plan Investment 3,183 Acquisition Corp. Kingdom Board

Source: Mergermarket 42 xxxAllTMT sectors league league tables tables xxx

Financial advisors by value Financial advisors by volume

2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 2 Goldman Sachs & Co 98,644 25 11 4 PwC 8,163 43 22 3 Morgan Stanley 51,200 10 22 5 GCA Corporation 1,627 36 33 1 JPMorgan 45,033 25 33 3 Deloitte 678 33 44 5 Citi 32,595 16 44 1 KPMG 5,453 31 55 12 Lazard 31,275 12 55 2 EY 2,962 28 66 16 Credit Suisse 23,516 9 66 8 Goldman Sachs & Co 98,644 25 77 4 Bank of America 18,988 12 77 15 JPMorgan 45,033 25 88 51 Jefferies 16,081 14 88 6 Rothschild & Co 10,579 22 99 7 BNP Paribas 15,484 8 99 56 Citi 32,595 16 1010 21 Nomura Holdings 12,024 4 1010 31 Jefferies 16,081 14

Legal advisors by value Legal advisors by volume

2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 2021HY 20212020HY 2020CompanyCompany name name ValueValue (€m) (€m) DealDeal count count 11 4 Allen & Overy 58,366 38 11 1 DLA Piper 12,607 66 22 - Cravath, Swaine & Moore 44,044 4 22 7 Latham & Watkins 31,496 52 33 212 Webber Wentzel 38,211 4 33 5 White & Case 18,370 44 44 102 Kirkland & Ellis 32,074 29 44 11 Orrick Herrington & Sutcliffe 3,557 39 55 14 Latham & Watkins 31,496 52 55 8 Allen & Overy 58,366 38 66 72 Meitar | Law Offices 21,326 22 66 2 CMS 2,010 35 77 7 Freshfields Bruckhaus Deringer 19,892 30 77 13 Freshfields Bruckhaus Deringer 19,892 30 88 11 White & Case 18,370 44 88 20 Kirkland & Ellis 32,074 29 99 3 Davis Polk & Wardwell 17,910 8 99 4 Goodwin Procter 4,901 25 1010 49 Skadden Arps Slate Meagher & Flom 14,052 15 1010 46 Weil Gotshal & Manges 7,426 24 Source: Mergermarket Source: Mergermarket Source: Mergermarket

The advisor league tables by value and volume have been run from 01/01/2021 to 30/06/2021 and exclude lapsed and withdrawn deals. The tables are pan-European and cover the TMT sector. Source: Mergermarket 43 About this report Produced in partnership with Mergermarket, an Acuris company Editors (Acuris Studios): Julian Frazer, Yining Su

For a full version of the Mergermarket M&A deal database inclusion and league table criteria, go to: www.mergermarket.com/pdf/deal_criteria.pdf

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