The Brief mergermarket’s Weekly Private Equity Round-Up

27 November 2009 | Issue 40

Editorial 1 The Noticeboard 2 Private Equity Opportunities 3 Deals of the Week 9 Pipeline 15 Statistics 18 League & Activity Tables 21 Top Deals 30 Investor Profile: Macquarie Group Limited 33 Notes & Contacts 35

The Week That Was..... The last seven days: private equity in review

Global private equity activity was surprisingly subdued over the deal saw investment companies Ongpin Group and Alphaland last seven days with just 14 deals worth US$2.5bn coming to the Holdings sell out of Alphaland Development in the largest market. The weekly volume figure is one of the lowest of 2009 private-equity related deal announced in the Philippines for so far, way down on the 77 transactions that were announced nearly 18 months. Elsewhere, LG Household & Healthcare over the preceding two weeks in November. Nevertheless, it is Company agreed to acquire a 90% stake in The Face Shop, the likely that this lull in activity will prove to be nothing more than -based cosmetics company, from Affinity Equity a statistical blip with the deal making environment for financial Partners and company chairman Jung Woon-ho for a total cash investors continuing to slowly improve. consideration of US$302m. Looking at deal valuations it can be seen that a small number of With a tumultuous 2009 now drawing to an end, it would significant transactions came to the market over the past week. appear that the worst is now behind the asset class. This The largest deal was announced in the United States and saw certainly appears to be the case for JC Flowers who this week Blackstone Group Holdings embark on a seemingly ambitious announced two big name appointments in Europe and Asia- buy and build strategy through portfolio company Pinnacle Pacific. While the buyout house has traditionally been focused Foods, the manufacturer of branded food products which on the North American market, newly appointed Managing the buyout house acquired in February 2007. In a transaction Director David Morgan this week claimed that the firm will valued at US$1.3bn, Pinnacle Foods moved to acquire Birds look at forced divestments made by ailing UK-based banks. JC Eye Foods, the frozen food manufacturer, from Vestar Capital Flowers clearly sees some value in this general space having Partners (55% stake), Pro-Fac Cooperative (40% stake), been part of a consortium that acquired the banking operations the United States-based agricultural marketing cooperative of IndyMac Federal Bank for US$13.90bn in March this year. company, and the management of the company (5% stake). By Tom Coughlan, Remark The deal will help Pinnacle Foods grow in the frozen and shelf stable business segments and will also serve to strengthen the firm’s financial position over the long-term. The transaction will be funded through a combination of new senior secured and unsecured debt financing provided by several banks, while Blackstone is also making a significant new equity contribution to reduce Pinnacle Foods’ leverage multiples. Notably, the Asia-Pacific region also witnessed some deal heat on the sell-side of the asset class. The largest and most complex of these transactions was announced in the Philippines where Macondary Plastics acquired real estate developer Alphaland Development in a reverse takeover valued at US$571m. The The Noticeboard

People moves

Date Title Story snapshot Source

26-Nov-09 Dechert International law firm Dechert has appointed Olivier Dumas as a partner in its financial www.altassets.com strengthens services practice group in Paris. Dumas was previously a partner at Proskauer Rose, private equity where he worked as co-head to the Paris office’s private equity team, focusing on fund capabilities with formation. Dumas advises on all tax and legal aspects of fund formation, the creation of new hire management companies and financial regulatory matters. He is a member and adviser – currently on training matters and previously on ethics matters – to the French Private Equity Association. He is also a member of the European Association. Dechert has approximately 135 financial services lawyers in the US, Europe and Asia.

24-Nov-09 JC Flower’s Global private equity firm JC Flowers & Co. has announced the departure of its European www.privateequityonline.com announces two head, Riva Sinha. Sinha will be replaced by David Morgan, currently the firm’s Australian new appointments head. The firm has also appointed Sir Callum McCarthy, the former chairman of the UK Financial Services Authority (FSA), to the newly created position of European chairman.

24-Nov-09 eBay exec joins US private equity firm Elevation Partners has appointed Rajiv Dutta as a Managing www.elevation.com Elevation Director. In his new role, Dutta will evaluate investment opportunities, advise the senior management of Elevation’s portfolio companies, and drive the overall strategy of the firm. Dutta spent a decade with eBay, most recently as Executive Vice President of eBay and President of Marketplaces. He also served as eBay’s CFO. Among other roles, Dutta was previously President of PayPal and Skype and also spent 10 years at Bio-Rad Laboratories in a variety of leadership roles across the world. He currently serves on the Board of Directors at Palm and is a former Board member of eBay and Jamdat.

New funds

Date Title Story snapshot Source

26-Nov-09 Rothschild closes The Paris-based investor Edmond de Rothschild Investment Partners had www.privateequityonline.com Winch Capital 2 on hit its hard cap of €250m in November for its second development capital fund, Winch €250m Capital 2. The vehicle will follow its predecessor’s strategy of investing in profitable companies with sales of between €20m and €250m. Around 90% of the fund’s limited partners are domestic French investors. Parent company LCF Rothschid committed less than 10% of the capital. The fund has not yet deployed any capital, but is likely to complete one investment before the year ends. The firm has funds under management of €775m across development capital funds, life sciences funds and so-called “innovative investment” funds.

23-Nov-09 Abraaj US$375m Dubai-based private equity firm Abraaj Capital has completed a US$375m rights issue www.abraaj.com rights issue fully to its existing shareholders. The new capital will be used both to seed new funds and subscribed to potentially make strategic acquisitions for the firm itself. Abraaj may use some of the proceeds to acquire an Asia-focused rival. The latest fundraising increases to US$1.5bn the company’s paid-in capital. Abraaj manages four vehicles and has more than US$2.6bn in third party funds under management. Its investment activity is currently focused on the Middle East, North Africa and South Asia (the MENASA region).

2 The Brief: 27 November 2009 | Issue 40 Private Equity Opportunities - Asia-Pacific

Korean SNP Entertainment seeks US$3-5m Series B fundraising, CEO says

Date Value Currency Value Sectors Companies Countries Intelligence grade (M) description

24-Nov-09 5 US$ Upper end Internet / ecommerce, IDG Technology Venture, , South Confirmed of fund to be Leisure SNP Entertainment Corp Korea sought

SNP Entertainment, a South Korean online game developer, is seeking private capital funding and plans to meet with investors starting in December, said the CEO Song Young-Il. It first received angel funding of US$2.1m from IDG Ventures Korea in July 2008. The three-year-old firm, which has yet to generate revenues, wants to secure between US$3m and US$5m for product development. Its latest online rhythm action game, Krazy Rain, will be commercialized by February 2010, with an estimated average revenue per user [ARPU] of US$50, he said. Song, a technopreneur who sold his previous company to a Korean rival, said overseas investors are favoured because SNP could leverage the global network and strategic management guidance that foreign investors offer. The company, one of the Red Herring Asia 100 winners this year, could offer a significant equity stake and even managerial rights to the financial investors, if necessary, Song added. Furthermore, he said the company is even open to M&A approaches by other online game developers, depending on the value offered. SNP signed a publishing contract with SBS Contents Hub (KOSDAQ: 046140) in November for Krazy Rain, Song said. The company aims to build an online entertainment content distribution platform in the long-term.Meanwhile, SNP wants to expand into China first, and sees the US and the Western Europe as the next areas to enter, Song explained. The company is in talks with several Chinese games operators to secure a deal to distribute its products in the worlds fastest growing online games market. The partnership could be in the form of a stake sale, he added.

Boshiniao Fashion Sport seeking US$20m to expand, plans to list in future, source says

Date Value Currency Value Sectors Companies Countries Intelligence grade (M) description

23-Nov-09 20 US$ Funds to be Consumer: Other 361° (China) Co., Ltd. , China Strong evidence raised ANTA Sports Products Ltd, Peak Sport Products Co., Ltd., Boshiniao Fashion Sport

Boshiniao Fashion Sport [Fu Jian Bo Shi Niao Ti Yu Yong Pin], a Fujian-based private sports shoe manufacturer, is seeking US$20m to support its expansion in China, a source familiar with the situation said. The company also has plans for an initial public offering in the future. The company has not retained any financial advisors either for the financing or IPO yet. “The company would like to mandate the financial advisor who could help it with financing and listing,” the source said. The source did not identify a stake to be sold for the financing. “Since it has not much knowledge about the capital market, the company hopes the financial advisor is able to advise it,” the source added. Yu Shaoqing, the owner’s son, is currently running the company. “Compared to his father, Shaoqing is more active on seeking for support from the capital market to expand its business, including taking on a financial investor via a stake sale and IPO,” the source explained. The US$20m from a stake sale would be used primarily to support the expansion, such as brand marketing, establishing direct- sale stores, and expanding production capacity, said the source. The annual output of the company is about 4,000,000 pieces of athletic shoes. The total number of direct-sale and franchised stores in China reaches 700. Anta, Peak, and 361°, -listed Chinese sports shoes manufacturers, are the main competitors of Boshiniao. As of 20 November 2009, the price/earnings ratio in this industry was about 20x. In 2008, the company generated turnover of over CNY500m (US$71m). Its 2009 net profit is expected to be more than CNY20m, according to the source.

3 The Brief: 27 November 2009 | Issue 40 Private Equity Opportunities - Asia-Pacific

Steel Storage interested in investor approaches, company source says

Date Value Currency Value Sectors Companies Countries Intelligence grade (M) description

19-Nov-09 53 US$ 2008 Construction, Industrial Carnegie Wylie ~, , Strong evidence Revenue products and services, Steel Storage Holdings Pty France, United Services (other) Ltd Kingdom,

Steel Storage is interested to hear from potential investors for potential stake sale, a company source said. The Australia-based, privately held storage facilities manufacturer reported annual 2008 sales of US$52.7m. It would consider both minority and majority sale options to support further business growth, he said. Company founder Jonathan Perrins has around a 60% stake, and the remainder is held by the private equity firm Lazard Carnegie Wylie, he said. Lazard Carnegie Wylie started investing the company in 2006 and has a five-year investment period, so it is also possible it could sell its stake in 2010, he said. The company is also interested in hearing proposals from financial advisors. Lazard always looks to realise its investments at the right time but is not looking to sell its total investment in Steel Storage now, said Lazard’s head of private equity, Lindsay Phillips. A source familiar with Steel Storage, however, said there are UK, Singapore and Australian parts to the business and Lazard would consider offers for parts of the business now. The primary focus is on Asia and Australia, he added. Separately, the founder might consider selling his 60% stake for a valuation higher than US$50m, he said. When pressed for justifications, he said the founder would not settle for anything less as the company is currently generating 25% IRR for its investors, and is in a leading position in the growing Asian market. Steel Storage has around 80%, 40% and 50% market share in Asia, Australia and Europe, respectively. Its major clients include Minico, Big Orange, Roomplus and Storageplus, he added. Steel Storage provides one-stop storage space design services, from guidance to suitable property, design of interior space, construction and installation of petitions and related facilities. It has offices in Australia, France, Singapore and the United Kingdom, and manufacturing facilities in Singapore.

Duncan Tea could sell minority stake for US$10m to US$15m, chairman says

Date Value Currency Value Sectors Companies Countries Intelligence grade (M) description

25-Nov-09 15 US$ Upper end Consumer: Other, Duncan Tea Ltd. India Confirmed of band of Consumer: Retail potential deal value

Duncan Tea, a privately held Kolkata, India-based tea retailer, could sell a minority stake for US$10m to US$15m, chairman G P Goenka said. It could alternatively seek a market listing, and is considering both options, with its decision likely to depend in part on valuations. The company is willing to hear from potential financial advisors and possible investors. In the event that it does not opt for a strategic sale, a private equity fund could be a logical investor, as the tea packaging and branding company does not need strategic expertise to enhance operations, Goenka commented. The unaudited revenues for the year ending September 2009 were around US$40m (INR2bn). Duncan Tea has a debt of US$3.6m and 400 employees. It is completely owned by Goenka and his family. The funds raised from a potential stake sale would be used in scaling up operations and on increasing the company’s marketing and advertising campaigns. Duncan Tea has a good brand name, and now would be the perfect time to go on an expansion spree and eat into competitors’ market share, Goenka said. Duncan purchases tea from auctions and then packages it and sells it under its own brand name. It has a strong presence across north, west and central India. All its sales are from the domestic market. Duncan sells tea under seven brands, of which ‘Double Diamond’ is its best selling brand, Goenka commented.

4 The Brief: 27 November 2009 | Issue 40 Private Equity Opportunities - Europe

Confael may sell stake to PE; plans to build new factory abroad and sell Moscow plot, chairman says

Date Value Currency Value Sectors Companies Countries Intelligence grade (M) description

24-Nov-09 20 US$ Company Consumer: Foods Confael Albania, Andorra, United Strong evidence turnover Arab Emirates, Austria, Belgium, Bulgaria, Bahrain, Bosnia-Herzegovina, Switzerland, Croatia, Cyprus, Czech Republic, Germany, Denmark, Spain, Estonia, Finland, France, Faroe Islands, United Kingdom, Gibraltar, Greece, Hungary, Isle of Man, Ireland (Republic), Iran, Iceland, Italy, Kazakhstan, Kuwait, Liechtenstein, Lithuania, Luxembourg, Latvia, Monaco, Macedonia, Malta, Netherlands, Norway, Oman, Poland, Portugal, Romania, Russia, Saudi Arabia, Serbia & Montenegro (4 Feb 2003 to 2 Jun 2006), San Marino, Slovakia, Slovenia, Sweden, Syrian Arab Republic, Turkey, Ukraine, Yemen, Channel Islands

Confael, a private Russian chocolate producer, is interested in talking to financial investors regarding a stake sale, said board chairman Irina Eldarkhanova. The most likely outcome will be a minority stake sale, she said on the sidelines of the Adam Smith’s Agro-Food forum. Confael was also interested in construction of new chocolate production factory in Europe, Kazakhstan, or the Persian Gulf and could offer a controlling stake in the new enterprise to an investor. Eldarhanova stated that Confael would not talk to rival chocolate producers because it has proprietary know-how. According to Eldarhanova, Confael was considering an initial public offering some time ago, but now still wants to grow first, she said. Confael specializes in premium chocolates and each season develops a new chocolate collection, same as in the fashion industry. The company’s turnover stands at US$20m and it has 500 employees. It manufactures made to order chocolates for private orders by companies and individuals, and also sells them in a chain of chocolate boutiques in Moscow and St. Petersburg and through the internet shop. Confael designs chocolate gifts for various occasions, and its clients include the Russian presidential administration and some of Russia’s largest corporations. Confael also exports its chocolates. The factory is located in Krasnogorsk in the Moscow region. Eldarhanova also said that Confael hopes to sell a 150-hectare plot in an ecologically clean district of Moscow. The company has held preliminary talks with representatives of Abu Dabi Investment Agency from the UAE but these have come to a halt.

Eurogerm looking at targets in Germany and Italy; open to 10% to 15% stake sale to private equity, owner says

Date Value Currency Value Sectors Companies Countries Intelligence grade (M) description

20-Nov-09 52 € Revenues Consumer: Foods Siparex Croissance Germany, France, Italy Confirmed SCA, Eurogerm SA, Eurogerm SA

Eurogerm, the French specialist of cereal ingredients and flour enhancements, is currently looking at€ 5m to €15m revenue targets in Germany and Italy, its owner Jean Philippe Girard said. The company would also be open to selling a 10 to 15% stake as part of its growth strategy plan. Eurogerm is looking to acquire smaller competitors in Germany and Italy, active in the cereals and wheat ingredients space. “If we want to get clients abroad, we have to have a strong footprint in the country, be physically present,” he explained. He added that two acquisition projects could be completed within the next 18 months. Girard said the company worked with Siparex as its advisor for its most recent acquisitions, and may continue to working with the firm. In the meantime, in its alliance and growth strategy plan for the next three years, Eurogerm is open to selling a 10% to 15% stake to a private equity fund, Girard said. He added he is already receiving approaches from them. Eurogerm opened its capital to Cathay Capital last June, when Siparex exited. Girard said fund raising could finance external growth plan, and added he planned to stay majority owner in the company. Eurogerm is 70% owned by Mobago, a holding company in which Girard is a majority shareholder. Five percent of Mobago is owned by Eurogerm’s managers, and the rest is listed. Eurogerm achieved half of its turnover abroad (25% in Europe, the rest in Africa, Brazil, south and central America, China and Japan) and half in France. The company will generate €52m in revenue for 2009.

5 The Brief: 27 November 2009 | Issue 40 Private Equity Opportunities - Europe

Alfama looking for new funding and partnerships, CEO says

Date Value Currency Value Sectors Companies Countries Intelligence grade (M) description

20-Nov-09 33 US$ Amount to Biotechnology, GlaxoSmithKline Plc, United Kingdom, Ireland Confirmed be raised Medical: Cooley Godward (Republic), Portugal, USA Pharmaceuticals Kronish LLP, Elan Corporation Plc, Johnson & Johnson, Amgen Inc, Pfizer Inc, Merck & Co Inc, Biogen Idec Inc., Alfama Inc., Wolf Greenfield & Sacks

Alfama, the private Lisbon, Portugal and Cambridge, Massachusetts-based pharmaceutical company, developing therapies based on carbon monoxide releasing molecules (CORMs), is seeking funding, said CEO Nuno Arantes-Oliveira. Arantes-Oliveira said Alfama is looking to raise about €22m (US$33m) to be used to get its proprietary compounds into clinical development. The company is targeting large institutional and venture funds both in the US and Europe. Alfama has raised about €8m (US$12m) in a previous round from equity investors and about €5m from grants. Current investors include European and US private equity funds as well as angel investors. Alfama is also actively looking for partnerships to help take its programs into the clinic. Arantes-Oliveira noted that virtually all large pharmaceutical companies could be interested in a partnership with Alfama because CORMs have the potential to treat a variety of medical conditions including inflammatory diseases such as multiple sclerosis, stroke, malaria, drug overdoses, infections, and conditions related to organ transplant surgery. Stan Kugell, board chair and co-founder of Alfama, said that the company has already been approached by a number of companies that could be interested in partnerships. He declined to disclose which companies Alfama had been speaking to, but he agreed that Elan, Merck, Johnson & Johnson, Pfizer, Amgen, GlaxoSmithKline, and Biogen Idec are the kinds of companies that could be interested in partnering with Alfama. He added that there could be multiple partnering opportunities because of the variety of conditions that can be treated with CORMs. Alfama is not looking to be sold at the moment, but Arantes- Oliveira said that it is possible that if a partnership relationship goes well, it might make sense for the partner to acquire Alfama. He noted that right now “we are not thinking about a sale because we believe that there is still a lot more value we can generate internally. We will be worth a lot more when we have more compounds in the clinic.” Kugell added that the company could accept a credible offer now, but developing partnerships with a sale happening later is a much more likely scenario. Kugell said that Alfama has a very large patent portfolio and the company’s legal counsel for patent issues is Edward Gates who is the chairman of Wolf Greenfield. Alfama works with Cooley Godward for corporate issues. Kugell said that Alfama has worked with several investment bankers in the past for particular projects, but is not working with an investment banker right now. Last year Alfama acquired hemoCORM, a UK-based biotech company, which Arantes-Oliveira said was the only other company focused on CORM research. “All of the CORM IP is under our control now. It puts us in a very competitive position,” he added. The details of the deal were not disclosed.Arantes-Oliveira said that the company has no plans to make any additional acquisitions now. Alfama is focused on the development of CORMs as therapeutic treatments for a wide variety of diseases. The company’s strategy right now is to concentrate first on treatments for acute liver failure and bacterial infections. Arantes-Oliveira said that Alfama is currently at the preclinical stage of testing CORMs to treat acute liver failure. The company hopes to file an NDA (new drug application) with the FDA soon so that it will be able to begin clinical trials.

Ivan Milutinovic PIM could go up for sale by 2Q 2010, source says

Date Value Currency Value Sectors Companies Countries Intelligence grade (M) description

23-Nov-09 54 € Total assets Construction, Serbian Privatization Serbia & Montenegro (4 Feb Strong evidence of Ivan Industrial products Agency, Government of 2003 to 2 Jun 2006) Milutinovic and services the Republic of Serbia, PIM at the PIM Beograd end of 2008

Ivan Milutinovic PIM, the 90% state-controlled Serbian construction company, could see a sale tender launched by 1Q or 2Q 2010, a source close to the process said. The company, which is a large international contractor, will be divided up and sold in four to five different pieces, the source added. The sale process of Ivan Milutinovic PIM is in the final preparation phase and issues related to the restructuring of the company are being completed, he said. In addition, difficulties caused by a decision made by the previous BoD related to the restructuring, are also being resolved, the source added. The company has lots of different activities such as the construction and maintenance of shipyards and ports, dockyards and waterfront structures, the source said. Ivan Milutinovic PIM reported total assets of €53.62m at the end of 2008, according to company information.

6 The Brief: 27 November 2009 | Issue 40 Private Equity Opportunities - North America

Uniguest evaluates additional acquisitions; plans capital raise next year, CEO says

Date Value (M) Currency Value Sectors Companies Countries Intelligence grade description

20-Nov-09 15 US$ Size of Leisure, Services (other) Harwell Howard Hyne USA Confirmed capital raise Gabbert & Manner, P.C., Uniguest, Uniguest

Uniguest, a Nashville, Tennessee-based provider of products and services for the hospitality industry, is looking at acquisitions to fuel growth. It is also considering raising capital next year, according to CEO Shawn Thomas.The CEO said Uniguest, with about US$10m revenue, expects to grow to about US$13m to US$15m next year through a combination of organic growth and select acquisitions. Uniguest then plans to raise up to US$15m in growth capital by selling a minority stake in the company, he said, adding that it is already speaking with some investment firms. The company will likely work with a financial advisor when it the time comes to raise capital, Thomas said. Harwell Howard Hyne Gabbert & Manner provides corporate legal counsel to the firm.Potential investors could include private equity firms but should be willing to take minority positions as Uniguest is not looking for an exit, Thomas said. Additional capital will fuel growth at the company and provide some liquidity for the owners. Down the road, Uniguest could consider a change in control but would prefer to become part of a strategic player if it does so. In the meantime, Uniguest is evaluating acquisitions of companies with up to about US$5m in sales. The company merged in January with restaurant print services company US Hospitality Publishers, also based in Nashville, and acquired Nashville-based digital signage firm Dynamic Digital Designs in June. Additional targets in the internet kiosk, digital signage and print businesses are of particular interest, Thomas said. The company plans debt financing for acquisitions.Uniguest sells internet kiosk applications and furniture, touch-screen and digital display boards, paper guest directories, and computer equipment packages for the hospitality industry, including hotels and restaurants.

Liberty Safe and Security hires bank for auction, sources say

Date Value (M) Currency Value Sectors Companies Countries Intelligence grade description

20-Nov-09 70 US$ Sales Consumer: Other, Catterton Partners, Liberty USA Strong evidence Industrial products and Safe and Security Products, services, Leisure Inc

Liberty Safe and Security, the home gun safe manufacturer backed by private equity firm Catterton Partners, has hired an investment bank for an auction to begin before the end of the month, said a source familiar with the situation and a sector banker. A Catterton Partners spokesperson declined to comment and Liberty Safe did not return calls. Payson, Utah-based Liberty Safe has about US$70m in sales and is being shopped to private equity and strategic buyers, said the source familiar. The company was acquired by Catterton Partners in 2005. The source declined to disclose the name of the investment bank hired. The sector banker said Liberty Safe is likely too large to be acquired by a competing safe company, but could be an acquisition for a residential security player. Private equity could also show interest as Liberty is a leading brand, he said.

7 The Brief: 27 November 2009 | Issue 40 Private Equity Opportunities - North America

BrainTree starting dialogue with investors, could be acquired, CEO says

Date Value (M) Currency Value Sectors Companies Countries Intelligence grade description

20-Nov-09 20 US$ Employees Financial Services, BrainTree USA Confirmed Internet/ecommerce, Services (other)

BrainTree Payment Solutions, a private Bartlett, Illinois-based provider of online credit care processing, could be acquired now, but likely has more work ahead of it, said CEO Bryan Johnson. BrainTree is an attractive target because the company’s technology protects merchants from having to store credit card data, Johnson explained. Its technology would be valuable to larger payment processors, as most are seeking to add new technology, he added. BrainTree has so far has not taken outside funding, but is starting dialogue with investors this week, Johnson said. The company has no preference between venture capital, private equity or a strategic investor, but would prefer hearing from those familiar with payment processing. The 20-person company has been profitable for three years. BrainTree does not have a law firm or investment banker on retainer.

Tully’s coffee screening banks for potential IPO in Asia; welcomes investment, partnership talks, founder says

Date Value (M) Currency Value Sectors Companies Countries Intelligence grade description

25-Nov-09 50 US$ Previously Consumer: Foods, D.A. Davidson & Co., China, Hong Confirmed estimated Consumer: Other, Leisure Starbucks Corporation, Kong, Japan, IPO Green Mountain Coffee South Korea, proceeds Roasters Inc, TC Global Inc. , Singapore, Pacific Coffee (Holdings) Ltd Taiwan, USA Chevalier Pacific Holdings Ltd.

TC Global, the privately-run US operator of Tully’s coffee chains, is weighing different exit strategies, including a debut offering in Asia, said founder and chairman Tom O’Keefe. The venture capital-free business is also speaking to a handful of US private equity funds and is receptive to more offers. The Seattle, Washington-based company, which owns more than 300 outlets in the US and around 370 in Japan, recorded net sales of US$9.8m and net loss of US$1.2m for the second quarter. Its original IPO in the US in 2007, aiming for US$35m-50m, was shelved due to the market volatility. Asian bourses such as Hong Kong and Singapore are attractive because of the comparatively healthy market sentiments and high valuations, he said on the sidelines of the Retail China Summit 2009 in Shanghai on 25 November. He had met with several international banks during his recent trip to Asia and tentatively scheduled to visit Hong Kong again in late January to early February 2010 for further interviews. Tully’s has no exclusive advisors at present, while maintaining a good relationship with US boutique D.A. Davidson, who advised on the company’s US$40m sale of its trademarks and wholesale business to Green Mountain Coffee Roasters (NASDAQ: GMCR) earlier this year. Proceeds generated would be earmarked for business expansion in Asia, which is considered its next growth engine, he said. Joint ventures and partnerships would be used as its Asian market entry strategy. “We would do anything we can to make people [in Asia] accept us,” he said. The company, which signed an agreement this week to open 100 stores in South Korea in the coming five years, is currently in talks with about three potential business partners in China. Founded in 1992 as a local competitor of Starbucks (NASDAQ: SBUX), Tully’s had not received any financial backing from private equity because O’Keefe wanted to retain control over the company’s business direction. He is open to financial buyers now as he hopes to raise capital to enlarge the company’s presence in Asia. Tully’s is 30%-35% owned by his family, with the rest held by non-institutional investors, he noted. O’Keefe is willing to continue his managerial duties even if the business were sold out, although the father of three also runs a real estate business - O’Keefe Development Corporation, which develops, acquires and manages property projects in the greater Puget Sound area. The sale of Pacific Coffee [PCC] could be taken as a point of reference. PCC, established by an American from Seattle in Hong Kong in 1992, was purchased by Hong Kong-listed Chevalier Pacific Holdings for HK$205m (US$26m) in 2005. PCC recorded US$23m and US$3m in sales and pre-tax profit respectively in financial year ended 31 March 2005, according to the transaction announcement.

8 The Brief: 27 November 2009 | Issue 40 Top Deals of the Week - Asia-Pacific

Deal one: Alphaland Development Inc Deal two: THEFACESHOP KOREA Co Ltd (90.00% stake)

Announced date 19-Nov-09 Announced date 24-Nov-09

Deal type Exit Deal type Exit

Deal value (US$m) 571 Deal value (US$m) 302

Target information Target information

Company Alphaland Development Inc Company THEFACESHOP KOREA Co Ltd (90.00% stake)

Description Philippines-based real estate developer Description South Korea-based cosmetics company

Financial advisor Unicapital IInc Financial advisor NA

Legal advisor NA Legal advisor NA

Bidder information Bidder information

Company Macondray Plastics Inc Company LG Household & Healthcare Company Limited

Description Philippines-based manufacturer of polyolefin Description South Korea-based producer of oral, skin and hair plastic blown film products care products as well as laundry, paper and house- hold cleaning products

Financial advisor NA Financial advisor

Legal advisor NA Legal advisor NA

Seller information Seller information

Company Alphaland Holdings ( Singapore ) Pte Ltd; Company Affinity Equity Partners; Jung Woon-ho (Private Ongpin group Individual)

Debt provider NA Debt provider NA

Equity provider NA Equity provider NA

Deal description Deal description

Macondray Plastics Inc has agreed to acquire Alphaland Development LG Household & Healthcare Company Limited (LG H&H) has agreed to Inc in a reverse takeover transaction from Ongpin Group and Alphaland acquire a 90% stake in THEFACESHOP KOREA Co Ltd, from Affinity Holdings (Singapore) pte Ltd. The implied equity value of the transaction is Equity Partners and Jung Woon-ho the chairman of THEFACESHOP, for a approximately PHP26.664bn (US$570.81m). consideration of KRW350bn (US$301.63m).

9 The Brief: 27 November 2009 | Issue 40 Top Deals of the Week - Asia-Pacific

Deal three: Buxton Construction

Announced date 24-Nov-09

Deal type MBO

Deal value (US$m) NA

Target information

Company Buxton Construction

Description Australia-based construction business of Buxton Group

Financial advisor Oaktower Partnership Pty Limited

Legal advisor Arnold Bloch Leibler

Bidder information

Company Buxton Group Pty Ltd (MBO Vehicle)

Description Australia-based management vehicle created for the acquisition of Buxton Group Pty Ltd

Financial advisor NA

Legal advisor NA

Seller information

Company Buxton Group Pty Ltd

Debt provider NA

Equity provider Management Vehicle (100.0%)

Deal description

The internal management Mr Andrew Briggs, managing director of Buxton Construction, has acquired the company in a management buyout transaction from Buxton Group Pty Ltd for an undisclosed consideration.

10 The Brief: 27 November 2009 | Issue 40 Top Deals of the Week - Europe

Deal one: Robert Dyas Holdings Limited Deal two: Dunkermotoren GmbH

Announced date 18-Nov-09 Announced date 23-Nov-09

Deal type MBO Deal type IBO

Deal value (€m) 474 Deal value (€m) 145

Target information Target information

Company Gras Savoye & Cie SAS Company Dunkermotoren GmbH

Description France-based company holding a 100% stake Description Germany-based developer and producer of in Gras Savoye SA and a 100% stake of customer specific precision motors for industrial Sageris and Gras Savoye Re automation, medical devices and laboratory equipment, door automation, sun protection, motive, and basic automation Financial adviser Close Brothers Group

Legal adviser NA Financial adviser BNP Paribas

Legal adviser Simmons & Simmons

Bidder information Bidder information

Company Alcee SAS Company Triton Partners

Description France-based acquisition vehicle formed for the Description UK-based private equity firm operating in Germany, acquisition of Gras Savoye SA UK and Sweden

Financial adviser Bucephale Finance Financial adviser Not Available

Legal adviser NA Legal adviser Freshfields Bruckhaus Deringer

Seller information Seller information

Company Willis Europe BV Company Alcatel-Lucent

Debt provider NA Debt provider NA

Equity provider Willis Group Holdings Limited, Astorg Partners Equity provider Triton Partners SAS, Management Vehicle, Lucas family, Gras family, Gras Savoye & Cie

Deal description Deal description

The management team of Gras Savoye & Cie SAS, through Alcee SAS, Triton Partners has agreed to acquire Dunkermotoren GmbH from Alcatel- has acquired the company in a management buyout transaction backed by Lucent for a cash consideration of €145m. Astorg Partners SAS and Willis Europe BV for €474m.

11 The Brief: 27 November 2009 | Issue 40 Top Deals of the Week - Europe

Deal four: F.H.L. Mermeren Kombinat AD Deal three: Profi Rom Food Srl Prilep (88.40% stake)

Announced date 18-Nov-09 Announced date 18-Nov-09

Deal type MBI Deal type IBO

Deal value (€m) 66 Deal value (€m) 57

Target information Target information

Company Profi Rom Food Srl Company Dolex Dollar Express Inc; and Europhil

Description Romania-based food retail chain Description Spain-based provider of money transfers and money exchange; US-based provider of consumer- Financial adviser PricewaterhouseCoopers to-consumer electronic money transfer services

Legal adviser Allen & Overy Financial adviser Goldman Sachs

Legal adviser Alston & Bird

Bidder information Bidder information

Company Polish Enterprise Fund VI LLP Company Palladium Equity Partners LLC

Description Poland-based private equity fund managed by Description US-based private equity firm Enterprise Investors Financial adviser NA

Financial adviser Ernst & Young Legal adviser Edwards Angell Palmer & Dodge

Legal adviser Schoenherr Rechtsanwaelte OEG

Seller information Seller information

Company Duna Waiting Participation BV Company Global Payments Inc

Debt provider NA Debt provider NA

Equity provider Enterprise Investors, Management Vehicle Equity provider Palladium Equity Partners LLC

Deal description Deal description

Polish Enterprise Fund VI LLP has agreed to acquire Profi Rom Food Srl from Palladium Equity Partners LLC has agreed to acquire Dolex Dollar Express Duna Waiting Participation BV, through a management buy-in transaction, for Inc and Europhil from Global Payments Inc for an undisclosed consideration a consideration of €66m. estimated to be in the range of US$85m to US$110m.

12 The Brief: 27 November 2009 | Issue 40 Top Deals of the Week - Europe

Deal five: Environmental Property Services Plc

Announced date 20-Nov-09

Deal type Exit

Deal value (€m) 43

Target information

Company Environmental Property Services Plc

Description UK-based provider of property solutions to public and private landlords, education and healthcare institutions, retail and financial services sectors

Financial adviser NA

Legal adviser Macfarlanes

Bidder information

Company Mitie Group Plc

Description UK-based provider of building and industrial services

Financial adviser NA

Legal adviser Osborne Clarke

Seller information

Company Alchemy Partners LLP; and Uberior Holdings Ltd

Debt provider NA

Equity provider NA

Deal description

Mitie Group Plc has agreed to acquire Environmental Property Services plc (EPS) from Uberior Holding Ltd, the senior management team and Alchemy Partners LLP for a cash consideration of £38.5m including earnouts.

13 The Brief: 27 November 2009 | Issue 40 Top Deals of the Week - North America

Deal one: Dish TV India Limited (11% stake)

Announced date 23-Nov-09

Deal type IBI

Deal value (US$m) 100

Target information

Company Dish TV India Limited (11% stake)

Description India-based provider of entertainment services engaged in the business of providing direct-to- home (DTH) satellite television service, which includes teleport service, customer support and transponder space leasing

Financial advisor NA

Legal advisor NA

Bidder information

Company Apollo Management LP

Description US-based private equity firm

Financial advisor NA

Legal advisor NA

Seller information

Company NA

Description NA

Debt provider Apollo Management

Equity provider NA

Deal description

Dish TV India Limited has signed a definitive agreement to issue 117,035,000 new equity shares representing 11% stake, in the form of 117,035 Global Depositary Receipts to Apollo Management LP.

14 The Brief: 27 November 2009 | Issue 40 Pipeline - Asia-Pacific

Deal Target Target Target Financial Status Possible bidder company Comments value company description country advisor (US$m)

217 GMR In- Services India NA PE target NA GMR Infrastructure is in discussions frastruc- with six potential investors, including ture players from the private equity space regarding a possible stake sale.

200 Strides Pharma India Lazard PE target 3i, Carlyle Group Strides Arcolab has refuted a press Arcolab report suggesting that it is in advanced (injec- divestment talks with General Atlantic tables for a minority holding in itsinjectables subsidi- unit. ary)

200 Buy The Consumer Korea Deutsche PE exit NA Media reports suggest that Unitas Way Goods Bank Capital has received submissions from nine bidders for Buy The Way; the company has refused to comment.

65 Angel Financial India NA PE target NA Angel Broking is looking to raise Broking Services US$65.73m by divesting a holding to a private equity fund abroad.

40 Kimaya Consumer India NA PE target Blackstone; Carlyle Group Kimaya Studios is engaged in divestment Studios Goods talks with private equity players Blackstone and Carlyle Group to sell above a 15% stake.

n/a Videocon Energy India NA PE target NA Videocon Industries is in discussions Power with players from the private equity space to sell a 25% holding in Videocon Power.

n/a Kumho Services Japan Korea De- Auction KKR, Affinity Equity The sale of Kumho Asiana Group’s Rent-a- velopment Partners, Goldman Sachs, Kumho Rent-a-Car will likely draw Car Bank Lotte, KT proposals from six to seven bidders.

15 The Brief: 27 November 2009 | Issue 40 Pipeline - Europe

Deal Target Target Target Financial Status Possible bidder company Comments value company Description country advisor (€m)

4,000 Areva Energy France CALYON, Takeover CVC, AXA Private Equity, The duo of listed French industrial T&D Lazard situation Schneider Electric, Alstom, groups Alstom and Schneider Electric, General Electrics, Siemens, a consortium led by listed Japanese Charterhouse, Apollo, Toshiba and a listed Connecticut-based Avantha, China Investment conglomerate General Electric, which Corporation, Toshiba are all bidding for the transmission and Corporation, Qatar Holding distribution (T&D) unit of Areva, have been asked by the French government to modify the financial terms of their offers. The three offers value Areva T&D at about €4bn and a decision on the next round of the auction could be taken this week. The report noted that the offers will expire on 9 December.

35 Gu Consumer UK Cavendish Auction Darwin Private Equity Noble Foods, the UK supplier of eggs and egg products, is rumoured to be in pole position to acquire the privately held London-based chocolate dessert maker Gu. Noble Foods has been competing alongside The Daniels Group, Change Capital and Darwin Private Equity. The deal value is said to stand at around £30m.

16 The Brief: 27 November 2009 | Issue 40 Pipeline - North America

Deal Target Target Target Financial Status Possible bidder Comments value company description country advisor company (US$m)

3,700 Metro- California- US NA Takeover The News According to recent reports, California-based Goldwyn- based movie Situations Corporation movie studio Metro-Goldman-Mayer (MGM), Mayer, studio Limited; Time which is thought to be receiving interest from Inc. Warner Inc.; strategic and financial buyers as it attempts to (MGM) Lions Gate restructure approximately US$3.7bn of debt, has Entertainment said that its lenders will extend the forbearance Corp.; Qualia until 31-Jan-10 to support the company in its Capital efforts to develop long-term strategic alternatives. These alternatives include operating as a standalone entity, forming strategic partnerships and selling the company; all options are aimed at maximizing value for MGM stakeholders. Time Warner Inc., News Corp, Lions Gate Entertainment Corp. and financial bidder Qualia Capital, the US-based investment firm focused on the media industry. US-based private equity firm Providence Equity Partners is the vendor in the auction for MGM.

19,410 Motorola Motorola US Goldman Auction Pace Plc; TPG According to recent reports, private equity home and Sachs; Capital LP; NDS bidders interested in the home and networks networks JPMorgan Group Plc; Silver mobility unit, also called the wireless mobility Lake Partners; infrastructure unit, of Motorola, the global division Samsung telecommunications company, should have Electronics Co Ltd; access to debt markets to help finance a Huawei (access purchase. A private equity firm bidding for the business) unit should be able to put up enough equity for a 7x to 10x valuation, and larger private equity firms could have the capital to put up a 40% equity contribution. According to recent reports, the home and networks mobility unit is attracting interest from both strategic and financial bidders globally as Motorola explores its sale options. A deal for the unit could be valued as high as US$4.5bn. The business generated US$10.1bn last year. US-based private equity firms TPG Capital LP and Silver Lake Partners have been named as potential bidders. Potential strategic bidders are thought to include Ericsson, South Korea-based Samsung Electronics, China-based Huawei Technologies and UK-based Pace PLC.

138 Playboy US-based US NA Takeover Golden Gate According to recent reports, Playboy Enterprises, Enterpri- adult enter- situations Capital; Oak Hill the US-based adult entertainment media ses tainment me- Capital Partners company, and its founder Hugh Hefner, have dia company LP; Iconix Brand hired investment bankers for a potential sale. Group Inc.; Hefner has reportedly resistant to a sale of the Hilco Consumer company but is now willing to consider offers. Capital; Monarch According to recent reports, Playboy will not Alternative Capital receive bids from two US-based private equity LP; Jim Griffiths firms that had previously been identified as (private investor) possible bidders, Oak Hill Capital Partners and Golden Gate Capital. According to recent reports, California-based Golden Gate Capital was joining former Playboy president Jim Griffiths to bid US$300m for the company. Apart from Oak Hill and Golden Gate, potential bidders are thought to include Iconix Brand Group, Monarch Alternative Capital and Hilco Consumer Capital. Reports have also stated that the sale process is uncertain because Hugh Hefner, who owns 70% of the company, is looking for a premium in the sale and the desired US$300m price tag might be hard to achieve. Playboy has a market cap of US$138m.

17 The Brief: 27 November 2009 | Issue 40 Statistics - Asia and Pacific

Asia-Pacific buyouts, quarterly Asia-Pacific exit activity, quarterly

Value (LHS) Value (LHS) 12 70 5 25 Volume (RHS) Volume (RHS)

60 10 4 20 Volume of deals Volume of deals 11.1 50 3.9 8 40 3 3.5 15 6 2.9 30 2 10 5.1 4 4.0 20 1 1.3 2.8 5 Value of deals (US$bn) 2 Value of deals (US$bn) 3.2 3.0 10

0 0 0 0 Qtr 4 08 Qtr 1 09 Qtr 2 09 Qtr 3 09 Qtr 4 09 QTD Qtr 4 08 Qtr 1 09 Qtr 2 09 Qtr 3 09 Qtr 4 09 QTD

Asia-Pacific buyout yearly Asia-Pacific secondary buyouts, yearly Asia-Pacific buyout yearly comparison by deal size Value (LHS) 400 8 20 400 > US$501m Volume (RHS) > US$501m 350 7 18 350 7.1 US$251m - US$500m 16 US$251m - US$500m

Volume of deals 300 6 300 14 26 US$101m - US$250m 250 26 5 250 21 US$101m - US$250m 12 21 24 13 49 24 1316 200 19 49 US$15m - US$100m 16 4 10 200 19 30 US$15m - US$100m 30 30 30 8 150 3 3.4 150 14 99 US$5m - US$14.9m 146 99 100 US$5m - US$14.9m Volume of deal s 216 87 100

6 Volume of deal s 100 21 87 2 2.4 100 18 58 18 Value not disclosed 4 38 49 Value of deals (US$bn) 58 28 Value not disclosed 38 49 50 28 36 1 50 36 24 2 20 44 20 40 24 1.4 22 44 35 23 0.9 40 0 22 35 23 0 0 0 2005 2006 2007 2008 2009 YTD 2005 2006 2007 2008 2009 YTD 2005 2006 2007 2008 2009 YTD

152.9 152.9 Rolling 12 months buyout activity Business Services Rolling 12 months buyout activity Financial Services

industry sector breakdown by volume Consumer industry sector breakdown by value Consumer

TMT TMT 4% 2% 2%1% 4% 4% 22% Industrials & Chemicals 5% Financial Services Leisure Rolling 12 months buyout activity Business Services Rolling4% 12 months buyout activity 42% industry sector breakdown by volume Consumer industry sector breakdown by value Consumer 6% Financial Services Industrials & Chemicals

TMT 7% TMT 4% 2% 2%1% 4% Others 4% Business Services 22% Industrials & Chemicals Leisure 5% 4% 7% 19% 42% Industrials & Chemicals Energy 6% Financial Services Pharma, Medical & Biotech 7% Others Business Services Energy 9% Others 7% 19% Pharma, Medical & Biotech Energy

9% 8% Energy Leisure Others Real Estate

15% Leisure Real Estate 8% Construction 10% Pharma, Medical & Biotech 15% 10% Pharma, Medical & Biotech 10% Construction 19% 10% 19%

Greater China Greater China (China, HK, Taiwan, Macau) (China, HK, Taiwan, Macau) Geographic split of buyouts by volume Geographic split of buyouts by value India Japan

Japan Greater China North Asia Greater China (China, HK, Taiwan, Macau) (China, HK, Taiwan, Macau) 3% (excl Greater China) 8% Geographic3% split of buyouts by value Geographic split of buyouts by volume Japan India 13% Australasia 7% South East Asia North Asia Japan 3% (excl Greater China) North Asia 3% 8% 27% India (excl Greater China) 7% South East Asia 13% Australasia North Asia India 27% 14% (excl Greater China) South East Asia Australasia 14% Australasia South East Asia

14% 14% 53% 53%

20% 22% 20% 16% 22%

16%

18 The Brief: 27 November 2009 | Issue 40 Statistics - Europe

European buyouts, quarterly European exit activity, quarterly

Value (LHS) Value (LHS) 8 200 8 150 Volume (RHS) Volume (RHS) 8.0 7 175 7 125 Volume of deals 6 150 6 Volume of deals 100 5 6.3 7.7 125 5 5.3 6.1 5.1 4 100 4 75 3.7 3 75 3 3.0 50 2 3.1 50 2 Value of deals ( € bn) Value of deals ( € bn) 25 1 25 1 1.4

0 0 0 0 Qtr 4 08 Qtr 1 09 Qtr 2 09 Qtr 3 09 Qtr 4 09 QTD Qtr 4 08 Qtr 1 09 Qtr 2 09 Qtr 3 09 Qtr 4 09 QTD

European buyout yearly European secondary buyouts, yearly European buyout yearly comparisoncomparison by by deal deal size size Value (LHS) 1,400 75 400 1,400 1,300 > €501m 70 Volume (RHS) 97 110 > €501m 1,300 97 110 70.0 350 1,200 63 62 65 1,200 63 62 105 1,100 68 115 €251m - €500m 66.4 105 60 68 115 33 €251m - €500m Volume of deals 1,100 58 300 3343 55 1,000 58 1,000 110 437 8 900 110 296 78 €101m - €250m 50 60 301 296 €101m - €250m 250 900 60 301 45 800 48 800 4890 291 281 90 291 132 281 40 48.0 700 36 115 €15m - €100m 28 132 200 700 36 115 €15m - €100m 35 600 2854 272 114 600 54 272 128 30 114 150 500 208 128 €5m - €14.9m 500 40 208 €5m - €14.9m 25 Volume of deal s 89 624 400 4017

Volume of deal s 620 624 400 1762 89 552 100 20 124 620 100 300 62 466 552 100 Value of deals ( € bn) Value not disclosed 15 21.3 300 162 124 466 67 Value not disclosed 200 162 346 67 244 346 200 33 278 10 50 244 100 33 278 5 100 125 2.8 0 125 0 0 0 2002 2003 2004 2005 2006 2007 2008 2009 YTD 2005 2006 2007 2008 2009 YTD 2002 2003 2004 2005 2006 2007 2008 2009 YTD

152.9 152.9

Rolling 12 months buyout activity Industrials & ChemicalsRolling 12 months buyout activity TMT

industry sector breakdown by volume Consumer industry sector breakdown by value Industrials & Chemicals

Business Services Consumer 3% 1% 5% 3% Industrials & Chemicals TMT Rolling5% 12 months buyout activity TMT Rolling8% 12 months buyout17% activity Financial Services 23% industry sector breakdown by volume Consumer industry sector breakdown by value Industrials & Chemicals 5% Pharma, Medical & Biotech Energy, Mining & Utilities Business Services 10% Consumer 3% 3% 1% 5% 8% 17% 6% 5% TMT Financial Services Financial Services 23% Business Services 5% Pharma, Medical & Biotech 10% Energy, Mining & Utilities Energy, Mining & Utilitie11%s 14% Transportation 6% Financial Services Business Services 8%

Energy, Mining & Utilities Contruction 11% 14% Transportation Pharma, Medical & Biotech 8% 19% Contruction Pharma, Medical & Biotech Construction 19% Leisure 11% Construction 12% Leisure 11% 12% 14% 14% Transportation Transportation Leisure Leisure 14% 11% 14% 11% UK & Ireland UK & Ireland

Germanic Italy Geographic split of buyouts by volume Benelux Geographic split of buyouts by value Germanic

<1% France Central & Eastern Europe 2% 7% 6% UK & Ireland 7% Nordic UK & Irelan d 24% Benelux 8% Germanic 22% Italy Italy 7% Geographic split of buyouts by volume Benelux Nordic Geographic split of buyouts by value Germanic

8% France Iberia <1% 2% Central & Eas tern Eu rope France 7% 6% Nordic 7% 24% Benelux 8% 22% Central & Eastern Europe Iberia Italy 7% Nordic 11% 8% Iberia Other 11% 15% F ran c e Other Central & Eastern Europe Iberia 18% 11% Other 11% 15% Other

12% 18% 13% 13% 15% 12% 13% 13% 15%

19 The Brief: 27 November 2009 | Issue 40 Statistics - North America

North American buyouts, quarterly North American exit activity, quarterly

Value (LHS) Value (LHS) 20 250 8 140 Volume (RHS) Volume (RHS) 19.4 7 9.0 120 200 Volume of deals 15 6 Volume of deals 15.8 100 5.6 150 5 5.3 80 10 4 100 60 3 3.4 9.2 40 5 2 2.6 50 Value of deals (US$bn) Value of deals (US$bn) 6.1 20 3.6 1

0 0 0 0 Qtr 4 08 Qtr 1 09 Qtr 2 09 Qtr 3 09 Qtr 4 09 QTD Qtr 4 08 Qtr 1 09 Qtr 2 09 Qtr 3 09 Qtr 4 09 QTD

North American buyout yearly North American secondary buyouts, yearly North American buyout yearly comparison by deal size comparison by deal size Value (LHS) 1,000 45 220 1,000 > US$501m 123 > US$501m Volume (RHS) 900 123 40 200 900 112 112 63 800 63 US$251m - US$500m 41.8 180 53 800 53 98 US$251m - US$500m 35 Volume of deals 65 85 700 98 33 160 65 50 85 34.2 700 33 40 66 50 156 US$101m - US$250m 30 33.4 40 62 140 600 66 81 192 156 US$101m - US$250m 50 62 600 81 192 50 33 121 25 120 91 500 33 121 US$15m - US$100m 91 170 500 60 32 US$15m - US$100m 100 30 170 60 20 400 32 32 30 169 32 400 32 54 16 US$5m - US$14.9m 80 169 32 10 54 16 25 US$5m - US$14.9m 15 Volume of deal s 300 512 10 22 38 424 25 82 Volume of deal s 300 18 144 422 512 60 22 19 38 424 82 18 144 422 29 10 20019 90 356 Value not disclosed 28 356 29 Value of deals (US$bn) 40 200 90 Value not disclosed 22 28 245 206 10022 245 206 5 7.2 142 20 100 109 1.5 142 0109 0 0 0 2002 2003 2004 2005 2006 2007 2008 2009 YTD 2005 2006 2007 2008 2009 YTD 2002 2003 2004 2005 2006 2007 2008 2009 YTD

152.9 152.9

Rolling 12 months buyout activity Industrials & ChemicalsRolling 12 months buyout activity Financial Services

industry sector breakdown by volume Consumer industry sector breakdown by value Pharma, Medical & Biotech

TMT Consumer 4% 4% Industrials & Chemicals 7%2%2% Financial Services Rolling4% 12 months buyout activity Rolling 128% months buyout activity industry sector breakdown by volume Business Services 8% Business Services 6% Consumer industry sector breakdown by value Pharma, Medical & Biotech 22% 8% TMT Consumer 4% Financial Services Industrials & Chemicals 4% 7%2%2% 4% 8% 6% Business Services 8% Business Services 6% 22% Pharma, Medical & Biotech 8% Financial Services Industrials & Chemicals Energy, Mining & Utilities 9% 6% 34% Pharma, Medical & Biotech Energy, Mining & Utilities Energy, Mining & Utilities Leisure 9% 7% 34% Energy, Mining & Utilities Leisure 7% Construction TMT Construction TMT 10% 16% 16% 10% Leisure Leisure Construction Construction 15% 15% Other Other 12% 16% Other Other 12% 16%

20 The Brief: 27 November 2009 | Issue 40 League & Activity Tables - Asia-Pacific

Financial houses - ranked by value

Rank Company name Value (US$m) Number of deals

1 Nomura Holdings Inc 3,456 6

2 Goldman Sachs 3,149 3

3 Bank of China International Holdings Co. Ltd. 1,200 1

4 1,075 2

5= Mizuho Financial Group Inc 1,038 1

5= UBS Investment Bank 1,038 1

6= Inc 900 1

6= HSBC Bank plc 900 1

6= ING (formerly ING Barings) 900 1

6= WestLB Mergers & Acquisitions 900 1

Financial houses - ranked by volume

Rank Company name Value (US$m) Number of deals

1 Nomura Holdings Inc 3,456 6

2 Ernst & Young 119 4

3 Goldman Sachs 3,149 3

4 Deloitte (formerly Deloitte & Touche Corporate Finance) 809 3

5 KPMG 138 3

6 Morgan Stanley 1,075 2

7 DBS Bank Ltd 475 2

8 Daiwa Securities Group Inc 35 2

9 Macquarie Group Limited 16 2

10 Bank of China International Holdings Co. Ltd. 1,200 1

Financial houses advising on buyout deals during 26/11/2008 and 25/11/2009, where target is Asia-Pacific, excluding lapsed and withdrawn deals. The firms are advising the bidder.

21 The Brief: 27 November 2009 | Issue 40 League & Activity Tables - Asia-Pacific

Legal houses - ranked by value

Rank Company name Value (US$m) Number of deals

1 Herbert Smith/Gleiss Lutz/Stibbe 2,381 1

2 Linklaters 1,781 4

3 Nagashima Ohno & Tsunematsu 1,595 3

4 TMI Associates 1,515 2

5 Freshfields Bruckhaus Deringer 1,495 2

6 Clifford Chance 1,020 3

7 Simpson Thacher & Bartlett LLP 958 2

8 Bae Kim & Lee 918 2

9 Kim & Chang 909 3

10 Jun He Law Offices 789 1

Legal houses - ranked by volume

Rank Company name Value (US$m) Number of deals

1 AZB & Partners 164 8

2 Linklaters 1,781 4

3 Desai & Diwanji 221 4

4 Nagashima Ohno & Tsunematsu 1,595 3

5 Clifford Chance 1,020 3

6 Kim & Chang 909 3

7 Lee & Ko 662 3

8 Commerce and Finance Law Offices 606 3

9 Paul Weiss Rifkind Wharton & Garrison LLP 556 3

10 WongPartnership LLP 445 3

Legal houses advising on buyout deals during 26/11/2008 and 25/11/2009, where target is Asia-Pacific, including lapsed and withdrawn deals. The firms are advising the bidder.

22 The Brief: 27 November 2009 | Issue 40 League & Activity Tables - Asia-Pacific

Buyouts - ranked by volume

Rank Company name Value (US$m) Number of deals

1 The Carlyle Group LLC 628 6

2 Sequoia Capital 298 5

3 Intel Capital 66 5

4 Navis Investment Partners (Asia) Limited 71 4

5 Hopu Investment Management Co Ltd 10,489 3

6 Temasek Holdings Pte Ltd 7,851 3

7 Kohlberg Kravis Roberts & Co 2,110 3

8 Affinity Equity Partners 2,060 3

9 Blackstone Group Holdings LLC 175 3

10 Standard Chartered Private Equity 142 3

Exits - ranked by volume

Rank Company name Value (US$m) Number of deals

1 Telecom Investments (Mauritius) Ltd 514 3

2 TPG Capital LP 2,304 2

3 Citigroup Capital Partners Japan Ltd 2,218 2

4 IDG Technology Venture Investment LLC 572 2

5 Ashmore Group Plc 571 2

6 Advantage Partners LLP 386 2

7= MKS Partners Ltd 275 2

7= Unison Capital Inc 275 2

9 CSV Capital Partners 96 2

10 Ant Capital Partners Co Ltd 77 2

PE firms as bidder on buyout deals announced between 26/11/2008 and 25/11/2009. PE firms to exit deals announced between 26/11/2008 and 25/11/2009. Based on target geography being Asia-Pacific. Lapsed and withdrawn bids are excluded.

23 The Brief: 27 November 2009 | Issue 40 League & Activity Tables - Europe

Financial houses - ranked by value

Rank Company name Value (€m) Number of deals

1 JPMorgan 4,406 7

2 HSBC Bank 3,070 4

3 RBC Capital Markets 3,033 2

4 2,586 3

5 UniCredit Group 1,836 4

6 BNP Paribas 1,716 1

7 Lazard 1,709 6

8 Merrill Lynch 1,619 3

9 Santander Global Banking and Markets 1,609 1

10 SG 1,493 1

Financial houses - ranked by volume

Rank Company name Value (€m) Number of deals

1 PricewaterhouseCoopers 464 13

2 KPMG 590 11

3 Deloitte 279 10

4 JPMorgan 4,406 7

5 Lazard 1,709 6

6 Goldman Sachs 1,256 6

7 Ernst & Young 864 6

8 Mediobanca 274 5

9 Close Brothers Group 86 5

10 ING 50 5

Financial houses advising on buyout deals during 26/11/2008 and 25/11/2009, where target is European, excluding lapsed and withdrawn deals. The firms are advising the bidder.

24 The Brief: 27 November 2009 | Issue 40 League & Activity Tables - Europe

Legal houses - ranked by value

Rank Company name Value (€m) Number of deals

1 SJ Berwin 3,794 14

2 Cadwalader, Wickersham & Taft 3,344 2

3 Freshfields Bruckhaus Deringer 3,080 13

4 Linklaters 2,049 16

5 Simpson Thacher & Bartlett 1,749 4

6 Slaughter and May 1,609 1

7 Sullivan & Cromwell 1,564 3

8 Gianni, Origoni, Grippo & Partners 1,500 5

9 Cravath Swaine & Moore 1,496 2

10 Bird & Bird 1,424 1

Legal houses - ranked by volume

Rank Company name Value (€m) Number of deals

1 Linklaters 2,049 16

2 SJ Berwin 3,794 14

3 Freshfields Bruckhaus Deringer 3,080 13

4 Allen & Overy 1,122 12

5 CMS 1,173 10

6 Clifford Chance 1,174 9

7 Loyens & Loeff 851 9

8 Latham & Watkins 857 8

9 White & Case 398 8

10 Hammonds 382 8

Legal houses advising on buyout deals during 26/11/2008 and 25/11/2009, where target is European, including lapsed and withdrawn deals. The firms are advising the bidder.

25 The Brief: 27 November 2009 | Issue 40 League & Activity Tables - Europe

Buyouts - ranked by volume

Rank Company name Value (€m) Number of deals

1 Lloyds TSB Development Capital 297 11

2 AXA Private Equity 2,086 7

3 Private Equity 1,017 7

4 EQT Partners 540 6

5 Gimv 177 5

6 BLUO SICAV SIF 109 5

7 Aurelius 100 5

8 Advent International 703 4

9 HgCapital 454 4

10 Waterland Private Equity Investments BV 436 4

Exits - ranked by volume

Rank Company name Value (€m) Number of deals

1 3i Group 497 9

2 Arques Industries 134 6

3 Gimv 526 3

4 IK Investment Partners 500 3

5 Warburg Pincus 290 3

6 HANNOVER Finanz 232 3

7 Inflexion Private Equity Partners LLP 230 3

8 N.I. Partners 159 3

9 Advent Venture Partners 110 3

10 Innovacom 42 3

PE firms as bidder on buyout deals announced between 26/11/2008 and 25/11/2009. PE firms to exit deals announced between 26/11/2008 and 25/11/2009. Based on target geography being European. Lapsed and withdrawn bids are excluded.

26 The Brief: 27 November 2009 | Issue 40 League & Activity Tables - North America

Financial houses - ranked by value

Rank Company name Value (US$m) Number of deals

1 Bank of America Merrill Lynch 23,655 5

2 Barclays Capital 11,885 5

3 Goldman Sachs 9,082 7

4 JPMorgan 5,443 5

5 RBC Capital Markets 5,074 5

6 Evercore Partners 5,057 1

7 Morgan Stanley 4,701 6

8 4,287 4

9 Blackstone Group 3,200 2

10 HSBC Bank 2,600 1

Financial houses - ranked by volume

Rank Company name Value (US$m) Number of deals

1 Goldman Sachs 9,082 7

2 Morgan Stanley 4,701 6

3 Credit Suisse 2,236 6

4 Bank of America Merrill Lynch 23,655 5

5 Barclays Capital 11,885 5

6 JPMorgan 5,443 5

7 RBC Capital Markets 5,074 5

8 Deutsche Bank 4,287 4

9 UBS Investment Bank 1,990 3

10 Jefferies & Company 1,461 3

Financial houses advising on buyout deals during 26/11/2008 and 25/11/2009, where target is North American, excluding lapsed and withdrawn deals. The firms are advising the bidder.

27 The Brief: 27 November 2009 | Issue 40 League & Activity Tables - North America

Legal houses - ranked by value

Rank Company name Value (US$m) Number of deals

1 Cleary Gottlieb Steen & Hamilton 14,469 4

2 Weiner Brodsky Sidman Kider PC 13,900 1

3 Simpson Thacher & Bartlett 12,066 14

4 Sullivan & Cromwell 6,506 8

5 Ropes & Gray 5,157 4

6= Cadwalader, Wickersham & Taft 4,404 1

6= SJ Berwin 4,404 1

8 Weil Gotshal & Manges 4,090 8

9 Latham & Watkins 3,714 14

10 Debevoise & Plimpton 3,219 3

Legal houses - ranked by volume

Rank Company name Value (US$m) Number of deals

1 Kirkland & Ellis 3,148 35

2 Jones Day 883 16

3 Simpson Thacher & Bartlett 12,066 14

4 Latham & Watkins 3,714 14

5 Sullivan & Cromwell 6,506 8

6 Weil Gotshal & Manges 4,090 8

7 Skadden Arps Slate Meagher & Flom 1,568 8

8 Stikeman Elliott 559 8

9 DLA Piper 838 7

10 Dechert 608 7

Legal houses advising on buyout deals during 26/11/2008 and 25/11/2009, where target is North American, including lapsed and withdrawn deals. The firms are advising the bidder.

28 The Brief: 27 November 2009 | Issue 40 League & Activity Tables - North America

Buyouts - ranked by volume

Rank Company name Value (US$m) Number of deals

1 Golden Gate Capital 865 6

2 Platinum Equity 24 6

3 TPG Capital 5,370 4

4 ABS Capital Partners 99 4

5 Catterton Partners 0 4

6 Blackstone Group 3,200 3

7 General Atlantic 2,800 3

8 The Carlyle Group 940 3

9 Centerbridge Partners 900 3

10 371 3

Exits - ranked by volume

Rank Company name Value (US$m) Number of deals

1 Benchmark Capital 1,481 9

2 Accel Partners & Co 1,732 8

3 Intel Capital 91 7

4 Sequoia Capital 2,155 6

5 American Capital 571 6

6 VantagePoint Venture Partners 756 5

7 Draper Fisher Jurvetson 750 5

8 Redpoint Ventures 652 5

9 New Enterprise Associates 520 5

10 Warburg Pincus 407 5

PE firms as bidder on buyout deals announced between 26/11/2008 and 25/11/2009. PE firms to exit deals announced between 26/11/2008 and 25/11/2009. Based on target geography being US or Canadian. Lapsed and withdrawn bids are excluded.

29 The Brief: 27 November 2009 | Issue 40 Top Deals - Asia and Pacific

Top 10 Asia-Pacific Buyout deals - rolling 12 months ending 25 November 2009

Announced date Target company Bidder company Deal value (US$m)

13-May-09 China Construction Bank Corporation (5.78% BOCI Asia Limited; China Life Insurance (Group) 7,319 stake) Company; China Life Insurance (Overseas) Company Limited; China Life Insurance Company Limited; Hopu Investment Management Co Ltd; Temasek Holdings Pte Ltd

14-Jan-09 Bank of China Limited (4.26% stake) Hopu USD Master Fund I LP 2,381

7-May-09 Oriental Brewery Co. Ltd. Affinity Equity Partners; Kohlberg Kravis Roberts & Co 1,800

19-Mar-09 USJ Co Ltd SG Investment KK 1,460

14-Nov-09 Bellsystem24 Inc (93.50% stake) Bain Capital LLC 1,038

6-Jul-09 China Mengniu Dairy Company Limited (20.03% COFCO (Hong Kong) Limited; Hopu Investment 789 stake) Management Co Ltd

3-Jun-09 Doosan DST Co. Ltd.; Korea Aerospace DIP Holdings Co Ltd; Odin Holdings Ltd 625 Industries Ltd (20.54% stake); Samhwa Crown & Closure Co. Ltd. (44.15% stake); SRS Korea Co., Ltd.

25-Dec-08 Skylark Co Ltd (16.10% stake) Nomura Principal Finance Co Ltd 555

6-Dec-08 Petron Corporation (40.00% stake) Ashmore Investment Management Ltd 520

6-Nov-09 PT Delta Dunia Makmur Tbk (40.00% stake) PT Northstar Pacific Partners 385

30 The Brief: 27 November 2009 | Issue 40 Top Deals - Europe

Top 10 European Buyout deals - rolling 12 months ending 25 November 2009

Announced date Target company Bidder company Deal Value (€m)

29-May-09 Enel Rete Gas SpA (80% stake) AXA Private Equity; F2i SGR SpA 1,716

21-Oct-09 Gatwick Airport Ltd Global Infrastructure Partners 1,609

15-Oct-09 Anheuser-Busch InBev (Central European CVC Capital Partners Limited 1,493 operations)

1-Sep-09 Skype Technologies S.A. (65% stake) Andreessen Horowitz; Canada Pension Plan Investment 1,424 Board; Index Ventures; Silver Lake Partners

12-Oct-09 Constantia Packaging AG (75% stake) Sulipo Beteiligungsverwaltungs GmbH 893

30-Sep-09 Invitel Holdings A/S (64.60% stake) Mid Europa Partners LLP 740

19-Jun-09 Wood Mackenzie Limited Charterhouse Capital Partners LLP 654

12-Oct-09 GFKL Financial Services AG (80% stake) Advent International Corporation 584

12-Dec-08 Wehkamp BV (Majority stake) Rabobank NV; Ad Scheepbouwer (Private investor) 500

23-Dec-08 Centrale dei Bilanci Srl (92% stake) Bain Capital LLC; Clessidra SGR SpA 492

31 The Brief: 27 November 2009 | Issue 40 Top Deals - North America

Top 10 North American Buyout deals - rolling 12 months ending November 25 2009

Announced Date Target Company Bidder Company Deal Value USD (m)

Mar-19-09 IndyMac Federal Bank FSB OneWest Bank FSB 13,900

Nov-05-09 IMS Health Inc IMS Health Consortium 5,057

Oct-07-09 JohnsonDiversey Inc Clayton, Dubilier & Rice Inc 2,600

Oct-07-09 Busch Entertainment Corporation Blackstone Capital Partners V LP 2,300

Mar-30-09 Fifth Third Processing Solutions LLC (51% Advent International Corporation 1,811 stake)

Nov-08-09 TASC Inc General Atlantic LLC ; Kohlberg Kravis Roberts & Co 1,650

Aug-10-09 Dynegy Inc (five peaking and three combined- LS Power Group 1,498 cycle generation assets)

Dec-03-08 Neuberger Berman Inc NBSH Acquisition LLC 1,290

Sep-23-09 SkyTerra Communications Inc (51% stake) Sol Private Corp 1,206

Nov-03-09 Landry’s Restaurants Inc (44.9% stake) Fertitta Holdings Inc 1,200

32 The Brief: 27 November 2009 | Issue 40 Investor Profile: Macquarie Group Limited

Macquarie Group Limited

Description Countries Sectors

Australia-based private equity firm and investment bank Australia Financial Services

Fund name Launched Size (m) Fund name Launched Size (m)

Macquarie Infrastructure Company (NYSE code NA US$0.00 Macquarie Airports (ASX code MAP) 02-Apr-02 A$0.00 MIC) Macquarie Communications Infrastructure 13-Aug-02 A$0.00 Macquarie International Infrastructure Fund NA A$0.00 Group (ASX code MCG) (SGX code M41) Macquarie Private Capital Group (ASX code 22-Mar-05 A$0.00 Macquarie Korea Infrastructure Fund (MKIF) NA £0.00 MPG)

Macquarie ProLogis Trust (ASX code MPR) NA A$0.00 Macquarie Capital Alliance Group (ASX code 08-Apr-05 A$0.00 MCQ) Macquarie Power Income Fund (TSX code MPT.UN) NA US$0.00 Macquarie Media Group (ASX code MMG) 17-Nov-05 A$0.00 Macquarie Infrastructure Group (ASX code MIG) 16-Dec-96 A$0.00

Countries invested in Countries invested in

United Kingdom 15 current 4 exited New Zealand 2 current 0 exited

USA 16 current 2 exited Sweden 1 current 0 exited

Australia 11 current 5 exited Taiwan 0 current 1 exited

South Korea 5 current 1 exited Norway 0 current 1 exited

Netherlands 3 current 0 exited India 1 current 0 exited

Singapore 3 current 0 exited Spain 1 current 0 exited

Germany 3 current 0 exited Belgium 1 current 0 exited

China 2 current 0 exited Canada 1 current 0 exited

France 2 current 0 exited

33 The Brief: 27 November 2009 | Issue 40 Investor Profile: Macquarie Group Limited

Sectors invested in Sectors invested in

Transportation 11 current 1 exited Chemicals and materials 1 current 1 exited

Utilities (other) 9 current 1 exited Consumer: Retail 2 current 0 exited

Energy 7 current 3 exited Construction 2 current 0 exited

Services (other) 8 current 1 exited Real Estate 1 current 1 exited

Industrial products and services 6 current 1 exited Telecommunications: Hardware 2 current 0 exited

Medical 5 current 1 exited Automotive 0 current 1 exited

Telecommunications: Carriers 4 current 1 exited Computer software 0 current 1 exited

Leisure 4 current 1 exited Industrial automation 1 current 0 exited

Financial Services 3 current 0 exited Media 1 current 0 exited

Potential Investments

Companies Dominant country Dominant sector Estimated size (£m) Last update

Gas Natural (contracts with 600,000 retail gas clients) Spain Energy > 300m 24-Nov-09

GESO Beteiligungs- und Beratungs-AG Germany Energy > 300m 24-Nov-09

Guangzhou Fengxing Group (fka Guangzhou Agriculture Industry Commerce) China Consumer: Foods 30m - 60m 23-Nov-09

BHF-Bank AG Germany Financial Services > 300m 20-Nov-09

Sal. Oppenheim ( business) Germany Financial Services > 300m 20-Nov-09

EDF (UK-based distribution network) United Kingdom Energy > 300m 08-Nov-09

Hastings Funds Management Limited Australia Financial Services > 300m 04-Nov-09

Gas Natural (gas distribution networks equivalent to 9% of the Spanish total) Spain Energy > 300m 03-Nov-09

Lands Improvement Holdings plc (LIH) United Kingdom Real Estate 60m - 300m 29-Oct-09

Blackmont Capital Inc. Canada Financial Services 30m - 60m 26-Oct-09

Tyndall Australia Limited (TAL) Australia Financial Services 5m - 30m 19-Oct-09

Fox-Pitt Kelton Cochran Caronia Waller LLC Australia Financial Services > 300m 02-Oct-09

Exits - since 1 May 2008

Portfolio companies Buy Buy Sell Sell Announced Mths Buy Exit Dominant country Dominant sector value stake value stake date held type type (£m) (%) (£m) (%)

Supply Chain Consulting Pty Ltd n/d n/a 23.28 n/a 27-Apr-2009 TS Australia Computer software

34 The Brief: 27 November 2009 | Issue 40 Notes & Contacts

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