Founded 1996

A R 2013 GREENHILL IS A UNIQUE FIRM

ADVISING CLIENTS IS OUR ONLY BUSINESS

• NO INVESTING, TRADING, LENDING OR UNDERWRITING

• NO PRODUCTS TO SELL / NO CONFLICTS

WE ADVISE ON A WIDE RANGE OF MATTERS

• M&A, FINANCING, RESTRUCTURING, CAPITAL RAISING

WE HAVE SUBSTANTIAL TEAMS IN ALL MAJOR MARKETS

• NORTH AMERICA, EUROPE, AUSTRALIA, JAPAN, BRAZIL

• MANAGING DIRECTORS AVERAGE ~25 YEARS OF EXPERIENCE

1 LONG TERM STOCK MARKET OUTPERFORMANCE

500 Greenhill: +258.6% S&P Banking: -4.3% S&P 500: +102.8% 400

300

200

100

0 5/04 9/05 2/07 6/08 11/09 3/11 8/12 12/13 Greenhill & Co. S&P Investment Banking & Brokerage Index S&P 500 Index

Note: Includes reinvested dividends

NEARLY $1 BILLION OF CASH RETURNED TO SHAREHOLDERS

$160 Total Dividends and Share Repurchases Since IPO: $940.1m

$120

$80

$40 Dividends & Repurchases, in $ millions

$ 0 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013

2 COMPOUNDED ANNUAL REVENUE GROWTH OF 14% SINCE 1997

$400

$300

$200

Advisory Revenue, in $ millions $100

$ 0 1997 2001200019991998 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013

MARKET SHARE DOUBLED SINCE 2005

$24 3.0%

$18 2.25%

$12 1.50% Global Fees, in $ billions $6 0.75%

$ 0 2005 2006 2007 2008 2009 2010 2011 2012 2013 0%

Global Fee Pool Greenhill Market Share

Note: Global fee pool includes all advisory revenues from Bank of America, Barclays (assumed equal to Deutsche Bank post Lehman acquisition), Bear Stearns (pre-acquisition), Blackstone, Caliburn, Citigroup, Cowen & Co., Suisse, Deutsche Bank, , Goldman Sachs, Greenhill, Jefferies, JP Morgan, Lazard, Lehman Brothers (pre-acquisition), Merrill Lynch (pre-acquisition), Morgan Stanley, Piper Jaffray, Stifel (including TWPG and KBW) and UBS

Source: Public Filings

3 KEY FACTS

• FOUNDED IN 1996

• 2004 IPO ON NYSE

• GLOBAL ADVISORY CAPABILITIES

• 13 OFFICES ON 5 CONTINENTS

• 70 MANAGING DIRECTORS

• 10 YEARS OF PROFITABLE GROWTH AS A PUBLIC COMPANY

FINANCIAL HIGHLIGHTS

As of or for the Year Ended December 31, in $ millions, except per share amounts and number of employees 2009 2010 2011 2012 2013

Advisory revenue $ 216.0 $ 252.2 $ 302.8 $ 291.5 $ 287.0 % change (1%) 17% 20% (4%) (2%) Total revenue $ 298.6 $ 278.3 $ 294.0 $ 285.1 $ 287.2 Pre-tax income $ 113.9 $ 59.0 $ 68.7 $ 70.5 $ 71.2 Pre-tax income margin 38% 21% 23% 25% 25% Net income $ 71.2 $ 34.5 $ 44.6 $ 42.1 $ 46.7

Earnings per share $ 2.39 $ 1.12 $ 1.44 $ 1.38 $ 1.55 % change 37% (53%) 29% (4%) 12%

Cash and securities $ 74.5 $ 78.2 $ 62.1 $ 50.3 $ 42.7 Investments 150.3 160.9 112.8 51.1 11.7 Total 37.2 67.0 28.1 29.1 30.8 Stockholders’ equity 232.1 370.5 346.2 302.2 276.7 After-tax return on average equity 33% 11% 12% 13% 16%

Stock price $ 80.24 $ 81.68 $ 36.37 $ 51.99 $ 57.94 % change 15% 2% (55%) 43% 11% Total market capitalization $ 2,245 $ 2,397 $ 1,046 $ 1,429 $ 1,609 Dividends declared per share $ 1.80 $ 1.80 $ 1.80 $ 1.80 $ 1.80

Employees 290 323 316 324 319 Revenue per employee $ 1.1 $ 0.9 $ 0.9 $ 0.9 $ 0.9

4 LETTER TO OUR CLIENTS, STOCKHOLDERS AND COLLEAGUES

was another year of strong on other issues, like financing, restructuring and capital performance relative to our four raising, as well as from various projects for governments 2013primary objectives: increasing around the world. Many of our most interesting our market share of advisory fees paid globally, achieving assignments of 2013 are described elsewhere in this the highest profit margin among our peer group, report. Third, we have teams of senior bankers in the continuing a strong dividend policy and maintaining most important transaction markets across the globe. a flat or declining share count. Our advisory revenue We expanded these capabilities in 2013 by entering the for the year was down less than 2% despite the number growing Brazilian market through the opening of an of global completed transactions declining by over 9%. office in São Paulo and hiring two of the top bankers in Based on advisory revenue reported by our large that market to lead our effort. We believe strongly that bank competitors, it is clear that we again increased one integrated global team is far more effective at advising our market share of the global fee pool in 2013. By clients on cross-border transactions than any set of alliances keeping non-compensation costs flat and maintaining or joint ventures with other firms could ever be. Today a disciplined compensation ratio, we achieved a we have 5 offices in the United States, 3 in Europe, 2 in pre-tax profit margin of 25%. Furthermore, we not Australia and 1 each in Brazil, Canada and Japan. Other only continued our strong dividend policy but offices in new markets will follow, as we continue to repurchased nearly 1.1 million shares during the attract leading bankers around the world. Finally, we have year, returning a total of $112 million to shareholders continued to deepen our industry sector expertise, both while maintaining a balance sheet with no net debt. through recruiting and through transaction experience. Importantly, we substantially completed our exit from our historic merchant banking business in FURTHER GROWTH POTENTIAL 2013, selling the vast majority of our remaining Whether from a client or shareholder perspective, the investment assets and eliminating all future most important question in considering Greenhill investment commitments. We were rewarded for is whether we can continue to attract and retain the our efforts with a 15% gain for our shareholders, best people in our business on a global basis. There including both share price appreciation and dividend are many reasons why we are confident that will be payments. Since our IPO in 2004 we have outperformed the case. First, our people can take pride in their work. the index of comparable companies by a 4 times margin. They are trusted advisors to their clients, as opposed to salesmen trying to sell multiple products. Second, OUR UNIQUE BUSINESS MODEL ours is a very collegial culture, with everyone united by It is not an overstatement to call us unique among the common goal of winning and retaining clients by investment banks. First, advising clients is our only providing insightful advice and successfully executing business. We have no products to sell and no inherent transactions. Third, ours is a stable business. We have conflicts of interest. For our large bank competitors, built a business with no regulatory threats and are client advisory work represents a small fraction of contemplating no fundamental restructuring of our their business and even other so-called “independent” business model or our team, unlike the case at many of investment banks are active in investing, research, the large global banks. Finally, ours has been a growing underwriting and other businesses that can create business for 18 years, and it remains so today. conflicts with clients. Second, we offer advice on a very wide range of matters. In closing, we are grateful to our clients, employees and remains our largest area of activity, but each year we stockholders for making 2013 another year of progress earn a meaningful share of our revenue from advising in building our Firm. We look forward to 2014.

Robert F. Greenhill Scott L. Bok Founder and Chairman Chief Executive Officer

5 NORTH & SOUTH AMERICA

Landmark Healthcare Major Energy Transaction Restructuring Advisory Major Industrial Transaction Transaction

Advising the Retirement Systems of Sale to on a Combination Sale of Performance the City of Detroit with Coatings division to in Connection with Detroit’s Chapter 9 Proceedings

$7.3 billion $7.0 billion $4.9 billion

Major Retail Transaction

TORONTO 2006 CHICAGO 2008 Sale of New Albertsons to

$3.3 billion

Infrastructure Restructuring

on its Chapter 11 SAN FRANCISCO restructuring 2008 NEW YORK LOS ANGELES 1996 2009 HOUSTON $830 million 2009

Financial Services Transaction

SÃO PAULO acquisition of 2013

$115 million

6 Major Pharmaceutical Major Energy Transaction Landmark Real Estate Cross-Border Financial Transaction Transaction Services Transaction

Acquisition of Combination with Joint Acquisition Acquisition of REDcard Credit Card Midstream Assets of with Assets from Devon Energy Equity Residential of Corporation Archstone Enterprise

$8.5 billion $4.8 billion* $16 billion $5.7 billion

Major Energy Transaction

Acquisition of

$4.9 billion

Major Telecommunications Transaction

On the sale of its Connecticut wireline operations to

$2 billion*

Cross-Border Retail Transaction

sale of

to The

*Pending

7 EUROPE

Cross-Border Technology Major Cross-Border Cross-Border Consumer Landmark Financial Services Transaction Media Transaction Transaction Restructuring

Sale of ON ITS Acquisition of Sale to FINANCIAL Lucozade and Ribena RESTRUCTURING Brands

to Suntory

$2.6 billion $5.0 billion $2.1 billion $2.5 billion

Financial Restructuring

on the comprehensive restructuring of its balance sheet

Major Retail Transaction

Formation of a Joint Venture* with

Cross-Border Business Services Transaction

Merger with

8 Cross-Border Automotive Cross-Border Chemicals Financing Advisory Cross-Border Consumer Transaction Transaction Transaction Partnership

Acquisition of on the sale* of its on covenant Leather Services reset and two year Strategic Alliance Business to maturity extension with Stahl Holdings of its syndicated Yakult Honsha Co debt package $120 million $313 million

Financing Advisory LONDON 1998 Transaction

FRANKFURT 2000 Balance Sheet Refi nancing Comprising senior and mezzanine Syndicated Facilities STOCKHOLM 2012

Cross-Border Energy Transaction

Recommended Merger with

San Leon Energy

$100 million

Cross-Border Chemicals Transaction

Clariant

on the sale of its Detergents & Interme- diates Business to

International Chemical Investors Group $64 million

*Pending

9 ASIA-PACIFIC

Major Cross-Border Business Cross-Border Media Major Financial Services Cross-Border Consumer Services Transaction Transaction Transaction Transaction

sale of Sale of Acquired a 20% merger with portfolio to stake in Goldman Sachs Megapolis to Group, Inc. Distribution IRI $1.2 billion $893 million $850 million

Cross-Border Industrial Transaction

Forming an air conditioning business joint venture (40:60)

with

Johnson Controls

Digital Media Transaction

Sale of 30% holding in iSelect as a part of the iSelect IPO

$107 million

Industrial Transaction

Sale of Jeminex Industrial & Safety

for

AMP Capital

to Bunzl plc

10 Cross-Border Major Cross-Border Technology Transaction Automotive Components Media Transaction Education Transaction Transaction

Catalyst Investment Managers Sale of Sale of On the sale of a 70% Acquisition of stake to Futuris Automotive Sanyo DI Solutions to To Apollo Education Clearlake Capital Group, Inc. NEP Group Inc. $141 million $62 million

Media Transaction

Divestment of 11% Stake in

SKY Network Television $180 million

Entertainment Transaction

Agreement with New South Wales Government to extend Exclusive Retail Wagering TOKYO 2008 License $75 million

Cross-Border Consumer Transaction

SYDNEY Sale of New Zealand 2010 fl our milling business, Champion Flour MELBOURNE 2010 to Nisshin Seifun Group

$43 million

11 MERGERS & ACQUISITIONS

GLOBAL M&A ACTIVITY REMAINED RANGE-BOUND IN 2013, CONSISTENT WITH VOLUME LEVELS REACHED OVER THE LAST FIVE YEARS, AS EQUITY MARKETS RECOVERED BUT TRANSACTION LEVELS CONTINUED TO BE INFLUENCED BY MEMORIES OF THE RECENT FINANCIAL CRISIS AND A GENERAL LEVEL OF CONSERVATISM DELAYED AN ANTICIPATED RECOVERY. OVERALL, 2013 ANNOUNCED GLOBAL M&A ACTIVITY DECLINED 4%, WHILE COMPLETED GLOBAL M&A ACTIVITY DECLINED BY 3% FROM 2012.

IMPROVING ECONOMIC GROWTH RETURNING TO KEY TRANSACTION MARKETS, CONSTRUCTIVE EQUITY MARKETS, CONSTRAINED VOLATILITY, STRONG CORPORATE BALANCE SHEETS AND ABUNDANT, LOW-COST FINANCING ALTERNATIVES SHOULD COMBINE FOR AN IMPROVING M&A ENVIRONMENT. HAVING FURTHER EXPANDED OUR GEOGRAPHIC REACH AND SECTOR EXPERTISE DURING 2013, GREENHILL IS POISED TO CONTINUE PURSUING ITS STRATEGIC OBJECTIVE OF PROVIDING UNCONFLICTED STRATEGIC AND M&A ADVICE TO CLIENTS WORLDWIDE.

GLOBAL M&A VOLUME, 1993-2013

$4,000

$3,000

$2,000 Deal Volume, in $ billions Deal Volume, $1,000

$ 0 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013

Source: Thomson Financial Note: Represents completed transaction volume

12 REPRESENTATIVE M&A TRANSACTIONS DURING 2013

TESCO Greenhill is acting as sole financial adviser to Tesco plc, one of the world’s largest retailers, on the creation of a joint venture with China Resources Enterprise Ltd. (“CRE”) in China. The joint venture will combine each party’s Chinese retail operations and brings together the individual strengths and advantages of Tesco and CRE, a compelling combination of international retail best practices and local customer insights. In 2013, Greenhill also advised Tesco on the sale of a substantive part of its U.S. business, Fresh & Easy, and the acquisition of a significant minority shareholding in Lazada, the leading online general merchandise retailer in South East Asia.

INERGY Greenhill advised Inergy, L.P., a leading diversified midstream energy company, and its affiliates on their merger with Crestwood Midstream Partners L.P. and affiliates. The combination was the culmination of Inergy’s strategic transformation into a pure-play midstream service provider with a total enterprise value of approximately $7 billion. The merger was considered at the time to be “undoubtedly the most complex transaction of the year” by the Financial Times.

ACTAVIS Greenhill acted as financial advisor to Actavis, Inc., a leading integrated global specialty pharmaceutical company, on its $8.5 billion purchase of Warner Chilcott plc and subsequent redomiciling in Ireland. As a result of the acquisition, the combined company is now the third-largest U.S. specialty pharmaceutical company.

AT&T Greenhill is acting as financial adviser to AT&T, Inc., on the sale of its wireline operations in the State of Connecticut to Frontier Communications Corp. AT&T will receive $2 billion in cash under the terms of the transaction.

GLAXOSMITHKLINE Greenhill acted as financial adviser to GlaxoSmithKline (“GSK”), the UK-listed international pharmaceutical and consumer company, on the sale of the Lucozade and Ribena brands to Suntory Beverage & Food Ltd (“SBF”). The iconic nutritional drink brands were sold for $2.1 billion and represented a strong fit for SBF. Structured as an asset deal which involved a complex carve out, it is Greenhill’s second completed mandate for GSK following the acquisition of Maxinutrition in 2010.

SINCLAIR KNIGHT MERZ Greenhill acted as financial adviser to Sinclair Knight Merz (“SKM”) on the $1.2 billion sale of the business to Jacobs Engineering Group Inc. SKM, an Australian unlisted public company wholly owned by its 660 employee shareholders, is a leading professional services firm, with global capabilities in strategic consulting, engineering and project delivery, employing over 6,500 people across more than 40 offices worldwide.

JAPAN TOBACCO Greenhill advised Japan Tobacco Inc. (“JT”), the world’s third largest tobacco company, on their $850 million acquisition of a 20% stake in Megapolis Distribution BV (“Megapolis”). Megapolis is Russia’s leading tobacco distributor and JT’s Russian distribution affiliate. The acquisition strengthens the long term relationship between the two companies and will allow Megapolis to enhance and modernize its distribution capabilities, while allowing JT to implement its growth strategy in the region more efficiently and effectively.

13 FINANCING ADVISORY & RESTRUCTURING

FINANCING ADVISORY CONTINUED TO BE AN ACTIVE AREA FOR GREENHILL IN 2013, AS CORPORATIONS AND OTHER STAKEHOLDERS SOUGHT UNCONFLICTED ADVICE ON THEIR MOST IMPORTANT FINANCING DECISIONS. GREENHILL IS WELL POSITIONED TO ADVISE CLIENTS ON COMPLEX AND OFTEN URGENT DEBT, EQUITY AND STRUCTURED FINANCING SOLUTIONS.

WHILE TRADITIONAL RESTRUCTURING ACTIVITY REMAINED SLOW GLOBALLY DURING 2013 DUE TO CENTRAL BANK ACTIONS, AND ACCOMMODATING CAPITAL MARKETS CONTINUED TO PROVIDE TEMPORARY REPRIEVES TO MOST OVER-LEVERAGED COMPANIES, GREENHILL WAS INVOLVED IN SOME OF THE LARGEST AND MOST COMPLEX TRANSACTIONS IN NORTH AMERICA AND EUROPE.

WITH DIFFERENTIATED EXPERTISE AND GEOGRAPHIC REACH, GREENHILL REMAINS WELL POSITIONED TO ASSIST CLIENTS WORLDWIDE ON FINANCING ADVISORY AND RESTRUCTURING ASSIGNMENTS.

GLOBAL CORPORATE DEFAULTS, 1993-2013

300

250

200

150 Defaults

100

50

1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 0

Source: Standard & Poor’s

14 REPRESENTATIVE FINANCING ADVISORY & RESTRUCTURING TRANSACTIONS DURING 2013

RETIREMENT SYSTEMS OF THE CITY OF DETROIT

RETIREMENT Greenhill is acting as the financial advisor to the Retirement Systems of the City of Detroit SYSTEMS OF THE in connection with Detroit’s Chapter 9 bankruptcy, the largest municipal bankruptcy filing in U.S. history. The Systems provide benefits to more than 30,000 retired and active CITY OF DETROIT employees of the City of Detroit and are amongst the City’s largest creditors.

CO-OP BANK Greenhill served as financial advisor to The Co-operative Bank Plc (the “Bank”), part of The Co-operative Group (the “Group”), the UK’s largest mutual organization, on its recent restructuring. This involved raising at least £1.5 billion of additional regulatory capital by December 31, 2013, in order to meet the requirements of the UK Prudential Regulation Authority. The capital raise, as designed and negotiated by Greenhill with input from others, involved the exchange of 10 series of dated and perpetual subordinated bonds and preference shares issued by the Bank (with a face value of £1.3 billion and held by over 15,000 parties, including U.S. distressed funds, UK institutional investors and retail investors) for a combination of equity in the Bank, new notes issued by the Bank and new notes issued by the parent Group. The restructuring also involved a fresh equity injection of approximately £455 million, of which £330 million was committed by the Group and £125 million was raised via an open offer fully underwritten by a group of the Bank’s bondholders. This landmark restructuring was one of the most high profile corporate transactions in the UK during 2013. It was also the first UK bank recapitalization to be implemented via a voluntary bail-in of junior debt holders, without using government funds.

AMERICAN ROADS Greenhill acted as financial advisor to American Roads LLC on its restructuring. The transaction was implemented through a 40 day “pre-packaged” Chapter 11 filing and resulted in the elimination of $830 million of swap and obligations. American Roads operates five toll road facilities in Alabama and Detroit, Michigan.

PBGC—AMERICAN AIRLINES & HAWKER BEECHCRAFT Greenhill acted as sole financial adviser to the Pension Benefit Guaranty Corporation (“PBGC”), a federal corporation created by the Employee Retirement Income Security Act of 1974, in connection with the Chapter 11 filing of AMR Corporation, the parent company of American Airlines, Inc. and American Eagle Airlines, Inc., as well as the Chapter 11 filing of Hawker Beechcraft, Inc.

SCHENCK PROCESS Greenhill advised Schenck Process, a German-based global market-leader in bulk material handling equipment and solutions, on a refinancing, including the upsizing of its revolving and guarantee facilities. As a result of a competitive dual-track refinancing process devised and managed by Greenhill, Schenck Process successfully completed an amendment and extension of its €376 million senior and €91 million mezzanine syndicated facilities.

TODD CORPORATION Greenhill advised Todd Corporation, a major New Zealand family office, on the on-market block trade of its 11% interest in SKY Television for $180 million. The sale followed a broad-reaching review by Greenhill of Todd’s strategic options, including not just alternative monetization processes but also detailed, market-specific execution strategies to maximize our client’s returns in a broker-dominated market.

15 PRIVATE CAPITAL AND REAL ESTATE CAPITAL ADVISORY

ACCOMMODATING EQUITY MARKETS AND A ROBUST IPO ENVIRONMENT LED TO SIGNIFICANT INVESTMENT EXIT OPPORTUNITIES FOR ALTERNATIVE ASSET MANAGERS AND RESULTED IN AN IMPROVED FUNDRAISING ENVIRONMENT IN 2013. GREENHILL’S FUND-RAISING ACTIVITIES FOR ITS CLIENTS LED TO SEVERAL SUCCESSFUL OUTCOMES AND DEMONSTRATED STRONG INVESTOR SUPPORT FOR COMPELLING INVESTMENT OPPORTUNITIES. THE FIRM’S DIALOGUE WITH INVESTING INSTITUTIONS AROUND THE WORLD SUGGESTS THE FUND-RAISING MARKET SHOULD IMPROVE FURTHER IN 2014.

THE CAPITAL ADVISORY GROUP AT GREENHILL PROVIDES CLIENTS WITH COMPREHENSIVE GLOBAL MARKETING EFFORTS AND ACCESS TO A WELL- DIVERSIFIED, GLOBAL BASE. THE GROUP FOCUSES ON CAPITAL RAISING AND ALSO DELIVERS CONFLICT-FREE ADVICE TO THE GROWING MARKET FOR SECONDARY SALES OF FUND INVESTMENTS IN BOTH PRIVATE CAPITAL AND REAL ESTATE CAPITAL.

GLOBAL ALTERNATIVE ASSET DOLLARS RAISED, 1993-2013

$750

$600

$450

$300 Committed Capital, in $ billions $150

$ 0 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013

Note: Broadly includes Venture, Co-Investment, Fund-of-Funds, Infrastructure, Mezzanine, Real Estate, Secondaries, Turnaround, , Growth, Natural Resources, , Timber, Venture Debt, Distressed Debt Source: Prequin

16 REPRESENTATIVE CAPITAL ADVISORY TRANSACTIONS AND CLIENTS DURING 2013

BALFOUR BEATTY INFRASTRUCTURE PARTNERS Founded in 2011, Balfour Beatty Infrastructure Partners targets cash-yielding, infl ation-linked brownfi eld energy, transport and utilities investments in Western Europe and North America. The fund’s sponsor, Balfour Beatty, was established in 1909 and is a leading global infrastructure investor, developer, contractor and operations group. Balfour Beatty Infrastructure Partners will leverage Balfour Beatty’s global infrastructure network for its sector expertise and deal origination and to carry out value-enhancing operational improvements.

CERBERUS CAPITAL MANAGEMENT Cerberus Capital Management, L.P. founded in 1992, is one of the largest and most well-established investment management fi rms in the world. In October 2013, Cerberus closed its latest global opportunistic real estate fund, Cerberus Institutional Real Estate Partners III, L.P. with over $1.4 billion in capital commitments. The fund pursues distressed and undervalued real estate and real estate-related investments primarily located in the U.S. and Europe.

DIVCORE REAL ESTATE ASSET MANAGEMENT DivCore’s real estate equity platform, DivcoWest, was established in 1993 and has acquired

Real Estate Asset Management, LLC more than 30 million square feet of commercial space located in growth-oriented markets across the United States. DivcoWest currently has over $3.0 billion of assets under manage- ment. DivCore’s real estate debt platform, LoanCore Capital, was established in 2008 and currently has over $1.5 billion of . In November 2013, DivCore Subordinate Debt Club closed with $325 million in capital commitments.

GF CAPITAL MANAGEMENT Founded in 2001 as an advisor for and investor with many high-profi le families, GF Capital Management & Advisors, LLC now manages funds in the same business sectors in which these former advisory clients operate. GF Capital invests in middle- market companies in the branded consumer products and media industries. GF Capital targets companies with standout management teams and defensible market positions that operate in high-growth sectors in which GF Capital has a competitive advantage through its expertise and network of contacts.

ONE ROCK Founded in 2011, One Rock Capital Partners targets control-oriented investments in lower- middle market companies primarily in the manufacturing and industrial service sectors in North America. One Rock’s unique affi liation with its strategic partner Mitsubishi Corp. provides access to a network of global resources for enhanced deal fl ow, cost-effective procurement of raw materials, and expanded access to customers and markets around the world. One Rock focuses on complex situations which often involve underperforming or misunderstood companies, and seeks to utilize its in-house, full-time Operating Partners to assist management in enhancing the value of the companies in which the fi rm invests.

TORQUEST Founded in 2002, TorQuest Partners is a Canadian-based manager with more than C$1 billion of equity capital under management. TorQuest Partners closed on C$535 million in capital commitments for TorQuest Partners Fund III, which targets middle-market private equity investment opportunities in Canada and the United States with the goal of building value through opportune acquisitions, strategic leadership and the timely use of fi nancial expertise.

17 INDUSTRY SECTORS

COMMUNICATIONS & MEDIA HEALTHCARE • Advertising & Marketing Services • Healthcare Services • Business-to-Business (“B2B”) Media • Life Science Tools • Consumer Media & Education • Medical Devices & Services • Professional Publishing & Information • Pharmaceuticals & Biotech Services

INFRASTRUCTURE CONSUMER GOODS & RETAIL • Airports, Ports, Parking & Toll Roads • Durables & Discretionary • Water, Wastewater, Energy & Pipelines • Food & Beverage • Restaurants • Retailers METALS & MINING • Metals & Materials • Mining Services ENERGY & UTILITIES • Processing Equipment • Electric & Gas Utilities • Steel & Mining • Exploration & Production • Midstream Energy • Oilfi eld Services REAL ESTATE, GAMING & LEISURE • Casino Operators • Equipment Suppliers FINANCIAL SERVICES • Lodging, Leisure & Timeshare • Asset Management • Real Estate Operating Companies • Banking & Brokerage • REITs • Financial Technology • TECHNOLOGY • Consulting and IT Services FOREST PRODUCTS • Enterprise Software & Security • Paperboard & Wood Products • Internet • Pulp & Paper • Networking • Timber • Semiconductors, Capital Equipment & Materials

GENERAL INDUSTRIALS • Capital Goods TELECOM • Chemicals • Cable • Diversifi ed Industrials • Mobile Devices • Packaging • Wireless & Full Service Telcos • Transportation

18 MANAGING DIRECTORS FIRM MANAGEMENT

Robert F. Greenhill Harold J. Rodriguez, Jr. Founder and Chairman Chief Operating Offi cer Mr. Greenhill founded Greenhill Mr. Rodriguez joined the Firm’s & Co. in 1996. He was previously New York offi ce in 2000 and Chairman and Chief Executive is responsible for fi nancial, Offi cer of Smith Barney Inc. administrative and regulatory from 1993 to 1996. Prior to that, matters within Greenhill. He he spent 30 years with Morgan Stanley Group Inc., previously spent 13 years with a major consumer where he was President, Vice Chairman and Head of packaging goods manufacturer, Silgan Holdings, Investment Banking; founded and directed Morgan where he was Vice President of Finance and Stanley’s M&A group; and oversaw the establishment Controller. He formerly worked with Ernst & Young. of Morgan Stanley’s private equity group. Mr. Greenhill served as Chief Executive Offi cer of Greenhill from its founding until 2007 and remains Chairman.

Scott L. Bok Christopher T. Grubb Chief Executive Offi cer Chief Financial Offi cer Mr. Bok joined the Firm’s New Mr. Grubb joined the Firm’s York offi ce in 1997 and was New York offi ce in 2006 and was named Chief Executive Offi cer named Chief Financial Offi cer in 2007, having served as in 2012. He focuses on M&A Co-President since 2004. Before and restructuring advisory. joining Greenhill, Mr. Bok was a Managing Director Prior to joining the Firm, he worked in the investment in the M&A and restructuring department of Morgan banking group of UBS. Stanley in New York and London. Prior to his 10 years at Morgan Stanley, he practiced M&A and securities law in New York with Wachtell, Lipton, Rosen & Katz.

19 MANAGING DIRECTORS

James Babski Mats Bremberg Mr. Babski joined the Firm’s Mr. Bremberg co-founded the New York offi ce in 2001 and Firm’s Stockholm offi ce in 2012. focuses on the fi nancial services He previously served as Head industry. of Nordic Investment Banking at Citigroup, as well as Group Head of Investment Banking at Carnegie. Mr. Bremberg began his career at Morgan Stanley in the European Telecom Group.

Carl Bauer-Schlichtegroll Dave Brown Carl Bauer-Schlichtegroll joined Co-Head of Private Capital and the Firm’s London offi ce in 2013 Real Estate Capital Advisory and focuses on the fi nancial Mr. Brown joined the Firm’s services industry. He was New York offi ce in 2008 and was previously with Credit Suisse named Co-Head of the Capital where he was Vice-Chairman and Advisory group in 2012. He Co-Head of the European Financial Institutions Group. previously worked in the Private Fund Marketing Prior to that, he spent 8 years at JP Morgan, Co-Heading Group of Lehman Brothers and at New York Life the European Financial Institutions Group, and 12 Investment Management. years at Goldman Sachs, where he started his career.

Birger Berendes Lawrence S. Chu Mr. Berendes joined the Firm’s Mr. Chu joined the Firm’s New Frankfurt offi ce in 2001 before York offi ce in 2008 and focuses transferring to the New York on the telecommunications offi ce in 2004 and focuses on and technology sectors. He was advising clients in North previously a Managing Director America. He was previously with at Evercore Partners. a fi rm, and prior to that worked in the M&A groups of Merrill Lynch and Deutsche Bank.

20 MANAGING DIRECTORS

Ashish K. Contractor Stephen A. Cruise Mr. Contractor joined the Co-Head of Industrial Firm’s New York offi ce in 2005 Sector and focuses on the pharmaceutical Mr. Cruise joined the Firm’s and healthcare sectors. He was Chicago offi ce in 2013 and previously with Lehman focuses on the industrial sector. Brothers, where he worked in He was previously Co-Head of both investment banking and private equity. the Chicago Offi ce and Midwest Region for UBS, as well as a senior member of its Global Industrials Group. Prior to UBS, Mr. Cruise spent time at Credit Suisse First Boston and Lehman Brothers.

Kevin Costantino Gareth Davies Co-Head of Greenhill Australia Mr. Davies joined the Firm’s Mr. Costantino joined the Firm’s London offi ce in 2010 and New York offi ce in 2005, and later focuses on fi nancing and worked in the Firm’s Chicago and restructuring advisory. He was Sydney offi ces. He was named previously with Close Brothers Co-Head of Greenhill Australia in Corporate Finance, where he 2014. Mr. Costantino began his career practicing corpo- was a Managing Director on the Restructuring team. rate and securities law at Wachtell, Lipton, Rosen & Katz.

Michael Cramer Patrick Dunleavy Mr. Cramer joined the Firm’s Co-Head of Private Capital and Frankfurt offi ce in 2001 and Real Estate Capital Advisory focuses on the industrial Mr. Dunleavy joined the Firm’s sector. Prior to joining New York offi ce in 2008 and Greenhill, he worked in was named Co-Head of the the Automotive and Industrial Capital Advisory Group in M&A group at Merrill Lynch. 2012. He was previously a Managing Director in the respective Private Equity groups of Lehman Brothers, Lazard Frères and Salomon Smith Barney.

Bradley J. Crompton Anne Eastep Mr. Crompton founded Ms. Eastep rejoined the Firm’s the Firm’s Toronto offi ce in New York offi ce in 2013, having 2006 and focuses on advising previously worked at the Firm Canadian clients. He was from 2002 to 2006. She has over previously President of 20 years of investment banking Morgan Stanley Canada experience focusing on the and also spent 10 years with Goldman Sachs in insurance sector, including most recently at Citigroup. New York and London. Prior to that, she was a Managing Director in the Financial Institutions Group at Deutsche Bank.

21 MANAGING DIRECTORS

Roger Feletto Michael A. Giaquinto Co-Head of Greenhill Australia Mr. Giaquinto joined the Firm’s Mr. Feletto joined the Firm’s New York offi ce in 2008 and Sydney offi ce (as part of the focuses on the healthcare Greenhill Caliburn team) in sector. He was previously with 2000 and was named Co-Head Citigroup, where he was of Greenhill Australia in 2013. Co-Head of the U.S. Healthcare He focuses on the industrial and consumer sectors. Group. Prior to Citigroup, he was a Managing Director in the healthcare group at UBS.

Luca D. Ferrari Charles Gournay Co-Head of European Corporate Mr. Gournay joined the Firm’s Advisory London offi ce in 2009 and focuses Mr. Ferrari joined the Firm’s on the consumer and retail London offi ce in 2012 and sectors. He was previously serves as Co-Head of European with UBS and Merrill Lynch in Corporate Advisory. He was London and Paris. Mr. Gournay previously Head of M&A for Northern Europe at started his career with BNP in Paris. Goldman Sachs. Prior to that, Mr. Ferrari worked at S.G. Warburg and Arthur Andersen, where he qualifi ed as a Chartered Accountant.

James Flicker Gil H. Ha Mr. Flicker joined the Firm’s Mr. Ha joined the Firm’s New York New York offi ce in 2008 and offi ce in 2008 and focuses on the focuses on the paper and forest telecommunications and technol- products sectors. He was previ- ogy sectors. He was previously a ously with Citigroup, where he Managing Director at Evercore ran the Paper & Forest Products Partners and Rohatyn Associates. group. Prior to that, he was at UBS and at Lehman Prior to that, he was Co-Head of Deutsche Bank’s Brothers, where he was an II-ranked Analyst in Telecommunications Investment Banking group for Paper & Forest Products. the Americas and a Managing Director at Lazard Frères.

Steven A. Friedman Rupert Hill Mr. Friedman joined the Firm’s Mr. Hill joined the Firm’s London New York offi ce in 2009 and offi ce in 2012 and focuses focuses on the insurance sector. on the healthcare sector. He He was previously at UBS, where previously served as Head he was Co-Head of Insurance for of Healthcare for EMEA and North America. Mr. Friedman Asia-Pacifi c at Bank of America began his career as a lawyer with White & Case, Merrill Lynch. Prior to BAML, Mr. Hill spent time practicing M&A and securities law. as a Chartered Accountant at Charterhouse and Price Waterhouse.

22 MANAGING DIRECTORS

Aaron R. Hoover Richard C. Jacobsen, Jr. Mr. Hoover co-founded the Mr. Jacobsen joined the Firm’s Firm’s Houston offi ce in 2009 San Francisco offi ce in 2008 and focuses on the energy and focuses on the healthcare sector. He was previously a services sector. He was previously Managing Director in the Head of the U.S. Healthcare Energy group at Merrill Lynch Services Group at Citigroup. and a Certifi ed Public Accountant at Arthur Andersen.

Kensuke Hotta Michelle Jablko Chairman, Greenhill Japan Co-Head of Greenhill Australia Mr. Hotta founded the Firm’s Ms. Jablko joined the Firm’s Tokyo offi ce in 2008 and focuses Melbourne offi ce in March 2014 on advising Japanese clients. He as Co-Head of Greenhill Australia was previously Chairman of and is focused on fi nancial Morgan Stanley Japan. Prior to institutions, among other sectors. that, he was at Sumitomo Bank, where he was Deputy She was previously a Managing Director at UBS, before President and a board Director, and at Japan’s which she practiced law with Allens Linklaters. Ministry of Finance.

Richard Hoyle Anand Jagannathan Mr. Hoyle joined the Firm’s Mr. Jagannathan joined the London offi ce in 2000 and Firm’s London offi ce in 2009 focuses on advising European and focuses on the energy and clients. He was previously infrastructure sectors. He was in the European M&A group previously a Managing Director of Credit Suisse First Boston in and Global Head of Infrastructure London and the Corporate & Investment Banking at Dresdner Kleinwort. Prior to that, he worked for Division of BZW. BZW and Credit Suisse in Mumbai and London.

Douglas H. Jackson Christopher D. Kirsten Mr. Jackson co-founded the Chairman of Private Capital Firm’s Chicago offi ce in 2008 Advisory and focuses on the industrial Mr. Kirsten joined the Firm’s sector. He was previously in New York offi ce in 2008 and the M&A groups of Lehman is Chairman of the Private Brothers and Banc of America. Capital Advisory group. He was Prior to that, he practiced corporate and securities law. previously Global Head of Lehman Brothers’ Private Fund Marketing Group and a Director of Deutsche Bank’s Private Equity Finance Group.

23 MANAGING DIRECTORS

Andrew L. Kramer Ron Malek Mr. Kramer joined the Firm’s Vice Chairman New York offi ce in 2009 and Mr. Malek co-founded the focuses on fi nancing and Firm’s Sydney offi ce in 1999 restructuring advisory. He was and was named Vice Chairman previously Head of Restructuring of the Firm in 2013. He was for the Americas at UBS and a previously Australian head Senior Vice President at Credit Suisse. of the consumer sector at BZW and ABN Amro.

Richard J. Lieb Courtney McBean Head of Real Estate Sector Ms. McBean joined the Firm’s Mr. Lieb joined the Firm’s San Francisco offi ce in 2010 New York offi ce in 2005 and focuses on the technology and focuses on the real estate sector. She was previously sector. He previously spent with Citigroup and began more than 20 years with her career practicing M&A, Goldman Sachs, where he headed its real estate general corporate and securities law at Wilson investment banking department. Sonsini Goodrich & Rosati.

James R.C. Lupton Simon McConnell Chairman, Greenhill Europe Mr. McConnell rejoined the Mr. Lupton co-founded the Firm’s Firm’s Melbourne offi ce London offi ce in 1998 and focuses in 2010 and focuses on the on advising European clients. He industrial sector. He was was previously Deputy Chairman previously with Goldman at Baring Brothers International Sachs after originally joining Limited and a solicitor with Lovell, White & King. Caliburn, now Greenhill Australia, in 1999.

24 MANAGING DIRECTORS

Rodrigo Mello Gregory R. Miller Mr. Mello joined the Firm’s Mr. Miller joined the Firm’s São Paulo offi ce in 2014 and New York offi ce in 2004 and focuses on fi nancial institutions focuses on the media sectors, and the consumer and retail including publishers and sectors, among others. He information services. He was was previously a Managing previously a Managing Director at Goldman Sachs. Director at Credit Suisse.

Eric Mendelsohn Christopher D. Mize Mr. Mendelsohn joined the Head of Energy Sector Firm’s New York offi ce in 2012 Mr. Mize co-founded the Firm’s and focuses on fi nancing and Houston offi ce in 2009 and restructuring advisory. He was focuses on the energy and power previously a Managing Director sectors. He was previously and founding member of the Co-Head of the Energy & Power Restructuring Group at Lazard Frères. Group at Merrill Lynch.

Philip Meyer-Horn Seamus Moorhead Mr. Meyer-Horn joined the Mr. Moorhead joined the Firm’s Firm’s Frankfurt offi ce in 2006 London offi ce in 2009 and and focuses on advising focuses on the consumer and European clients. He was retail sectors. He was previously previously Head of Corporate with UBS and its predecessor Finance for Germany at BNP fi rms in London and New York, Paribas. Prior to that, he spent time with Lazard having joined SG Warburg & Co in 1991. Fréres and Baring Brothers International Limited.

25 MANAGING DIRECTORS

Simon D. Mordant Manjul Ramchandani Vice Chairman Mr. Ramchandani joined the Mr. Mordant co-founded Firm’s New York offi ce in the Firm’s Sydney offi ce in 2010 in the Real Estate 1999 and was named Vice Capital Advisory group. Chairman of the Firm in 2013. He previously served as a He was previously Co-Head of Director in the Credit Suisse Corporate Finance at BZW and ABN Amro. Real Estate Private Fund Group.

Anthony Parsons Gregory G. Randolph Mr. Parsons joined the Firm’s Mr. Randolph joined the Firm’s London offi ce in 2012. He New York offi ce in 2004 and previously served as Head focuses on the energy and power of UK M&A at Deutsche Bank. sectors. He was previously a Prior to that, Mr. Parsons Managing Director at Goldman served as Co-Head of European Sachs and a member of the FIG M&A at Citigroup. project fi nance group at Salomon Brothers.

Lee Purcell Bradley A. Robins Mr. Purcell joined the Firm’s Head of North American Financing New York offi ce in 2010 and is a & Restructuring Advisory Managing Director in the Real Mr. Robins joined the Firm’s Estate Capital Advisory group. New York offi ce in 2001 and He previously served as a focuses on fi nancing and Director in the Credit Suisse restructuring advisory. He was Real Estate Private Fund Group. Prior to that, previously with Houlihan Lokey Howard & Zukin Mr. Purcell worked in Deutsche Bank’s Real Estate and with Wachtell, Lipton, Rosen & Katz. Group and was an Associate at The Carlyle Group.

26 MANAGING DIRECTORS

Christopher E. Roehm Robert C. Smith Co-Head of Industrial Sector Mr. Smith joined the Firm’s New Mr. Roehm co-founded the York offi ce in 2006 and focuses Firm’s Chicago offi ce in 2008 on the fi nancial services sector. and focuses on the industrial He was previously with Citigroup, sector. He was previously a where he served in several Managing Director at Lehman senior positions, including most Brothers and worked at JP Morgan in Chicago. recently as Co-Head of Financial Institutions Mergers and Acquisitions.

Anthony Samengo-Turner Gavin Solotar Mr. Samengo-Turner joined the Mr. Solotar joined the Firm’s Firm’s Frankfurt offi ce in 2006 New York offi ce in 2012. and focuses on the healthcare He was previously a Corporate and chemical sectors. He Partner at Wachtell, Lipton, previously worked at Close Rosen & Katz, focusing on M&A, Brothers and Dresdner Kleinwort corporate governance and Wasserstein with a focus on restructuring. securities law matters. Mr. Solotar also spent time as a Certifi ed Public Accountant with Ernst & Young.

Dhiren H. Shah Jacob Spens Head of Communications, Mr. Spens joined the Firm’s Media and Telecom Sectors London offi ce in 2007 and Mr. Shah joined the Firm’s New co-founded the Firm’s Stockholm York offi ce in 2006 and is Head offi ce in 2012. He was previously of Communications, Media Head of M&A and Corporate and Technology Corporate Finance at the Relacom Group. Advisory. He previously led Morgan Stanley’s Prior to Relacom, he worked for Enskilda Securities global technology banking group. in Stockholm in partnership with in New York.

27 MANAGING DIRECTORS

Richard M. Steinman Hugh A.C. Tidbury Mr. Steinman joined the Firm’s Mr. Tidbury joined the Firm’s New York offi ce in 2007 and London offi ce in 2004 and focuses on the retail sector. focuses on the chemicals, He was previously Head of the biotech and food ingredients Global Retail investment banking sectors. He was previously group at Morgan Stanley. Head of Deutsche Bank’s European Chemicals group.

James C. Stewart Jason Valmadre Mr. Stewart founded the Firm’s Mr. Valmadre joined the Firm’s Los Angeles offi ce in 2009 and Sydney offi ce in 2013 and focuses on the gaming, lodging focuses on equity fi nancing and leisure sectors. He was advisory. Prior to joining previously at UBS, where he Greenhill, he spent 13 years at was responsible for the Real RBS as Head of Equity Capital Estate group and the Los Angeles offi ce. Markets and prior to that, was with Bankers Trust.

Bill Thompson Daniel Wainstein Chairman of Real Estate Head of Greenhill Brazil Capital Advisory Mr. Wainstein founded the Mr. Thompson joined the Firm’s Firm’s São Paulo offi ce in 2013. San Francisco offi ce in 2010 and Prior to joining Greenhill, leads the Real Estate Capital he was a Managing Director at Advisory group. He was Goldman Sachs, where he acted previously a founding member and Head of the in many capacities, including Head and Chairman of Credit Suisse Real Estate Private Fund Group. the Investment Banking Division of Goldman Sachs in Brazil, as a member of the Latin America and Brazil Executive Committees and as a statutory director at GS Brazil bank.

28 MANAGING DIRECTORS

Jeffrey Wasserstein Andrew K. Woeber Mr. Wasserstein joined the Mr. Woeber founded the Firm’s Firm’s New York offi ce in 2012. San Francisco offi ce in 2008 He previously spent over 20 and focuses on advising North years in the pharmaceutical American clients. He was industry, including roles at previously a Managing Director Fougera Pharmaceuticals, at Morgan Stanley and a Dr. Reddy’s Laboratories and Schering-Plough corporate lawyer with Cravath, Swaine & Moore. Corporation. Prior to that, Mr. Wasserstein practiced M&A and securities law at Wachtell, Lipton, Rosen & Katz.

Kirk R. Wilson Pamela Wright Mr. Wilson joined the Firm’s Ms. Wright joined the Firm’s New York offi ce in 2009 and San Francisco offi ce in 2010 focuses on the fi nancial and is a Managing Director in institutions sector. He was the Real Estate Capital Advisory previously at Morgan Stanley, group. She was previously a where he served as Vice founding member and Co-Head Chairman of the Investment Banking Division and a of the Credit Suisse Real Estate Private Fund Group. senior member of the Financial Institutions Group.

Peter Wilson David A. Wyles Mr. Wilson joined the Firm’s Co-Head of European Corporate Sydney offi ce in 2004. He was Advisory previously with Malleson Mr. Wyles joined the Firm’s Stephen Jaques where he London offi ce in 1998 and focuses practiced corporate and on advising European clients. banking law and prior to that He was previously with Baring was with the Commonwealth Bank and JP Morgan. Brothers International Limited, Coopers & Lybrand’s management consultancy division and the weapon and communications systems arm of the British Royal Navy.

Hiroto Yamada Mr. Yamada joined the Firm’s Tokyo offi ce in 2009 and focuses on advising Japanese clients. He was previously Head of the M&A group at Merrill Lynch Japan. Prior to that, he worked in the Financial Institutions, TMT and M&A groups of Goldman Sachs.

29 SENIOR ADVISORS

Lord (James) Blyth of John P. Frazee, Jr. Rowington Mr. Frazee is based in Florida Lord Blyth is based in London and has been a Senior Advisor and has been a Senior Advisor to Greenhill since 2007. He is to Greenhill since 2000. He the retired President/COO and serves as a Director of Anixter Director of Sprint Corporation Inc. He retired as Chairman and the retired Chairman of Diageo plc in 2008. He formerly worked at The and CEO of Centel Corporation, which merged Boots Co., where he served initially as Chief with Sprint in 1993. He spent more than 35 years Executive and later as Chairman. He has held in the telecommunications industry, starting his several senior positions including Head of Defense career with the Bell system in 1966 before joining Sales at the United Kingdom Ministry of Defense Centel in 1972. and Chief Executive of The Plessey Company plc.

Fredrik Elwing Vikram Gandhi Mr. Elwing is based in Mr. Gandhi joined Greenhill London and was previously as a Senior Advisor for India in a Managing Director with 2012. He was most recently Greenhill focused on Real the Global Head, Financial Estate Capital Advisory. Institutions Group and Vice Prior to Greenhill he was Chairman, Investment Banking a Managing Director and Co-Head of the Department at Credit Suisse based in New York Credit Suisse Real Estate Private Fund Group. and Hong Kong. He also spent 16 years at Morgan Stanley in various roles globally, including President and Country Head, Morgan Stanley India. Mr. Gandhi currently serves as senior advisor to CPP (Canada Pension Plan) Investment Board, focusing on investment opportunities in India. He recently founded VSG Capital Advisors, which will provide cross-border and domestic investment and advisory services in the private, public and social sectors in India and Asia.

30 MANAGINGSENIOR A DDVISORSIRECTORS

Samuel Ginn Leiv Nergaard Mr. Ginn is based in San Mr. Nergaard is based in Francisco and has been a Norway and has been a Senior Senior Advisor to Greenhill Advisor to Greenhill since 2006. since 2009. He is the retired He is a partner at the advisory Chairman of Vodafone, the fi rm Norscan Partners AS. He largest telecommunications served as EVP and CFO of Norsk company in the world. Starting in 1993, he was Hydro ASA for the period 1991-2002 and was most Chairman and CEO of Airtouch Communications, recently Senior Adviser to Norsk Hydro Corporate which was spun off from Pacifi c Telesis Group. Management. He now serves as the chairman of He held the position of President and Chief the boards of some start-up companies in the Operating Offi cer before becoming Chairman and nano-particles and the environmental fi elds. CEO of Pacifi c Telesis. He spent over 40 years in Previously, he served on a number of boards, the telecommunications industry. Mr. Ginn including Chairman of Storebrand ASA for nine has served on the Board of Directors of Chevron, years and member of the Board of Directors of Hewlett Packard and Safeway. Mr. Ginn currently Yara International ASA for eight years. serves on the Board of Directors for Franklin Templeton Group, Auburn University and the Stanford Hoover Institution.

Peter J. Hunt Hartmut Ostrowski Chairman, Greenhill Australia Mr. Ostrowski joined Greenhill Mr. Hunt co-founded Greenhill as a Senior Advisor in 2012. Australia in Sydney in 1999 and He previously served as focuses on advising Australian Chief Executive Offi cer of clients. He was previously Bertelsmann AG, a role he Co-Head of Corporate Finance held for 4 years. In total, he at BZW and ABN Amro. spent 26 years at Bertelsmann in various roles including CEO of Arvato between 2002 and 2008. Earlier in his career, he served as a Managing Director at a German subsidiary of Security Pacifi c.

31 SENIOR ADVISORS

John Paynter Peter Stott Mr. Paynter is based in London Mr. Stott is based in London and has been a Senior Advisor and was previously a Managing to Greenhill since 2009. He Director with Greenhill focused spent 29 years with Cazenove, on advising UK clients. Prior to later JP Morgan Cazenove, Greenhill, he was Co-Head of UK where he retired as Vice Investment Banking at Morgan Chairman in 2008. He is a non executive director Stanley. Prior to Morgan Stanley, Mr. Stott worked for of Standard Chartered plc, a non executive director The First Boston Corporation and for McKinsey & Co. (and Senior Independent Director) of Standard Life plc and is Chairman of Standard Life Investments Holdings Limited.

William D. Perez Glenn R. Tilles Mr. Perez is based in Chicago Mr. Tilles is based in Chicago and has been a Senior Advisor and focuses on the industrial to Greenhill since 2010. He sector. He was previously a retired as President and Chief Managing Director with Executive Offi cer for the Greenhill and co-founded the Wm. Wrigley Jr. Company Firm’s Chicago offi ce in 2008. in December of 2008. Before joining the Wrigley Prior to Greenhill, he was a Managing Director at Company, he served as President and Chief Lehman Brothers, where he headed the Chicago Executive Offi cer of Nike, Inc. Previously, Mr. Perez offi ce and the Midwest investment banking practice. spent 34 years with SC Johnson, including eight years as President and Chief Executive Offi cer. He serves on the Board of Directors for Johnson & Johnson, Whirlpool Corporation, Northwestern Memorial Hospital, and on the Board of Trustees for Cornell University.

Jean-Michel Steg Klaus Wübbenhorst Mr. Steg joined the fi rm as a Mr. Wübbenhorst joined Senior Advisor in 2013, to assist Greenhill as a Senior Advisor in the expansion of the Firm’s in 2012. He is the former Chief client relationships with Executive Offi cer of GfK SE, a large European companies, in leading global market research particular, French corporations. company based in Germany. Jean-Michel started his career at Lazard where he He spent 20 years at GfK, fi rst as Chief Financial spent 16 years both in New York and Paris. Subse- Offi cer, then rising to CEO in 1998, a position he quently he worked for Goldman Sachs and ran the held until the end of 2011. In 2005, Mr. Wübbenhorst Paris offi ces for DLJ and Citi. Most recently he started was awarded the title of Honorary Professor by the Blackstone’s advisory business in France. In total University of Erlangen- Nürnberg. Jean-Michel has close to 35 years of experience advising clients.

32 OTHER KEY PERSONNEL

PRINCIPALS VICE PRESIDENTS FINANCE, LEGAL AND ADMINISTRATION New York New York Tom Dunn Julie Betts Mark Boucher Director of Information Technology Jeff Paige Ryan Kitchen Beverly Dunphy Stephanie Shideler Yan Ling Vice President and Compliance Offi cer Nate Stulman Molly Muchmore Michael Taylor Ashu Rathore Robert Knox Principal and Director of Tax London London Mark Lasky Fiona Balch Timo Lieber Principal and Corporate Controller Pieter-Jan Bouten Damir Mesic Edward Rowe Angelo Sacca Ricardo Lima Alex Usher-Smith Peter Schuemers Principal and Deputy General Counsel Marcus Taylor Jodie Seddon Sydney Legal and Compliance Counsel Sally Box Frankfurt Chris Collett Andreas Bienert John Shaffer Jennifer Horrigan Andreas Müller Chief Technology Offi cer Richard Marques Bryan Pearson Sydney Sylvia Wiggins John Ng Chris Smith Tokyo Andrew Stace Yoshihiko Kikuchi Anusha Prasher Yuji Shimada Saurabh Thaper

Toronto Tokyo David Goldberg Kohei Arai Thomas Lo Chicago Chicago Michael Coffey Zaid Abdul-Aleem Andrew Deye Larry Gelwix Melbourne Houston Michael Lord Michael Marziani

Los Angeles Andy Chien

Melbourne Nick Bordignon

Hong Kong Simon Lam

33 INDEPENDENT DIRECTORS

Robert T. Blakely III Steven F. Goldstone Mr. Blakely currently serves as Mr. Goldstone currently the President of Performance manages Silver Spring Group, Enhancement Group. He a private investment group, previously served in senior and is also the non-executive management positions at Chairman of ConAgra Foods. Fannie Mae, MCI, Lyondell His prior positions include Chemical and Tenneco. Mr. Blakely is a member Chairman and Chief Executive Offi cer of RJR of the Board of Directors of Westlake Chemical Nabisco, Inc., and partner in the New York City Corporation, Natural Resource Partners L.P. and law fi rm of Davis Polk & Wardwell. Ally Financial Inc.

Honorable John C. Danforth Stephen L. Key Mr. Danforth is currently a Mr. Key is currently the sole partner in the law fi rm of proprietor of Key Consulting, Bryan Cave, LLP. In 2004, he LLC and Chair of the Audit served as Ambassador to the Committee of the Board of United Nations. Mr. Danforth Fairway. He was previously previously served as a United Chief Financial Offi cer of States Senator from 1976 to 1995 and served Textron, Inc., Chief Financial Offi cer of ConAgra, on key committees in the Senate, including the Inc., and Managing Partner of Ernst & Young’s Committee on Finance. New York offi ce.

Karen Robards Ms. Robards is currently a partner of Robards & Company, LLC, a fi nancial advisory fi rm. She is also Vice Chair of the Board and Chair of the Audit Committee of BlackRock Closed-End Funds and a member of the Board of Directors of AtriCure, Inc. She previously worked in the investment banking group at Morgan Stanley.

34 MANAGINGDIRECTORS AND D OIRECTORSFFICERS

BOARD OF DIRECTORS EXECUTIVE OFFICERS

Robert F. Greenhill Scott L. Bok Chairman and Founder, Greenhill & Co., Inc. Chief Executive Offi cer

Robert T. Blakely III Christopher T. Grubb Chairman, Nominating and Governance Committee Chief Financial Offi cer Member, Audit Committee Member, Compensation Committee Harold J. Rodriguez, Jr. Chief Operating Offi cer Scott L. Bok Chief Executive Offi cer, Greenhill & Co., Inc. Gavin Solotar General Counsel Honorable John C. Danforth Member, Audit Committee

Steven F. Goldstone Chairman, Compensation Committee Member, Nominating and Governance Committee

Stephen L. Key Chairman, Audit Committee Member, Compensation Committee Member, Nominating and Governance Committee

Karen Robards Member, Audit Committee Member, Nominating and Governance Committee

Committees

Our Board of Directors currently has six members: Robert F. Greenhill, Scott L. Bok, Steven F. Goldstone, Stephen L. Key, Karen Robards, and Robert T. Blakely III. Ms. Robards, Messrs. Goldstone, Key, and Blakely have been affi rmatively determined to be “independent” within the meaning of the listing standards of the New York Stock Exchange. The Board of Directors conducts its business through meetings of the Board and the following standing committees: Audit, Compensation, and Nominating and Governance. Each of the standing committees has adopted and operates under a written charter, all of which are available on our website at www.greenhill.com. Our certifi cate of incorporation, bylaws, corporate governance guidelines, related person transaction policy and code of business conduct and ethics are also available on our website.

35 CORPORATE INFORMATION

Greenhill & Co., LLC Greenhill & Co. International LLP Greenhill & Co. Canada Ltd. 300 Park Avenue Lansdowne House 79 Wellington Street West New York, NY 10022 57 Berkeley Square Suite 3403, P.O. Box 333 United States of America London W1J 6ER Toronto, Ontario M5K 1K7 Tel: +1 212 389 1500 United Kingdom Canada Tel: +44 20 7198 7400 Tel: +1 416 601 2560 155 North Wacker Drive Suite 4550 Greenhill & Co. Europe LLP Greenhill & Co. Australia Pty. Ltd. Chicago, IL 60606 Maintower Level 34, The Chifley Tower United States of America Neue Mainzerstrasse 52 2 Chifley Square Tel: +1 312 846 5000 60311 Frankfurt am Main Sydney NSW 2000 Germany Australia 1301 McKinney Street Tel: +49 69 272 272 00 Tel: +61 2 9229 1410 Suite 2000 Houston, TX 77010 Greenhill & Co. Sweden AB Level 30 United States of America Gustav Adolfs torg 16 101 Collins Street Tel: +1 713 739 2000 SE-111 52 Stockholm Melbourne VIC 3000 Sweden Australia 10250 Constellation Blvd. Tel: +46 8 402 13 70 Tel: +61 3 9935 6800 Suite 1620 Los Angeles, CA 90067 Greenhill & Co. Japan Ltd. Greenhill & Co. do Brasil United States of America Marunouchi Building Assessoria Ltda. Tel: +1 310 432 4400 2-4-1, Marunouchi Av. Brigadeiro Faria Lima, 2277 Chiyoda-ku, Tokyo 100-6333 20th floor - cj 2001 600 Montgomery Street Japan 01452-000 São Paulo, SP 33rd Floor Tel: +81 3 4520 5100 T: +55 11 3576 1550 San Francisco, CA 94111 United States of America Tel: +1 415 216 4100

Annual Meeting Investor Relations A copy of our Form 10-K filed Wednesday, April 23, 2014 Christopher T. Grubb with the Securities and Exchange at 11:00 AM ET at the Chief Financial Officer Commission will be furnished, Waldorf-Astoria Greenhill & Co. without charge, to any stockholder 301 Park Avenue 300 Park Avenue upon request addressed to Investor New York, NY 10022 New York, NY 10022 Relations, Greenhill & Co., Tel: +1 212 389 1800 300 Park Avenue, New York, NY Stock Listing 10022. Copies of our filings with The New York Stock Exchange Independent Registered the Securities and Exchange Symbol: GHL Public Accounting Firm Commission and other informa- Ernst & Young LLP tion about Greenhill & Co. can Registrar and Transfer Agent 5 Times Square also be viewed on our website at American Stock Transfer New York, NY 10036 www.greenhill.com or at the web- & Trust Company Tel: +1 212 773 3000 site of the Securities and Exchange 59 Maiden Lane Commission at www.sec.gov. New York, NY 10036 Tel: +1 866 668 6550

Our business involves no research, trading or capital markets activities to conflict with our advisory focus. We seek in all cases to align our interests fully with those of our clients. Greenhill & Co., LLC is registered in the U.S. as a broker-dealer with the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA) and is a member of the Securities Investor Protection Corporation (SIPC). In the U.K. and Europe, Greenhill & Co. International LLP and Greenhill & Co. Europe LLP are regulated by the U.K. Financial Conduct Authority (FCA) and Greenhill & Co. Sweden AB is regulated by the Swedish Financial Supervisory Authority. Greenhill & Co. Australia Pty. Ltd. is licensed and regulated by the Australian Securities and Investment Commission (ASIC). Greenhill & Co. Japan Ltd. is licensed with the Kanto Local Finance Bureau and is regulated by the Financial Services Agency in Japan. Greenhill & Co. Asia Limited is licensed and regulated by the Hong Kong Securities and Futures Commission. The DuPont Oval Logo is a trademark of DuPont or its affiliates.

This document does not constitute or represent an offer to buy or sell any security or to participate in any trading strategy. Design Designed and produced by Sugarplant

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