The Brief mergermarket’s Weekly Private Equity Round-Up

20 November 2009 | Issue 39

Editorial 1 The Noticeboard 2 Private Equity Opportunities 3 Deals of the Week 9 Pipeline 18 Statistics 21 League & Activity Tables 24 Top Deals 33 Investor Profile: Summit Partners LP 36 Notes & Contacts 38

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

The global private equity industry saw three US$1bn+ the France-based soft drink maker and distributor, to Suntory transactions brokered over the past week – matching the Holdings, the Japanese drinks group, for US$3.4bn. The deal number recorded in the preceding week. A total of 28 private will enable Suntory to expand into new markets, something that equity-related transactions came to the market, worth a will no doubt be welcomed given the fact that the Japanese combined US$11.3bn. While deal volume was slightly down on beverages market has contracted in recent times. this year’s weekly mean of 31, the value figure was the second highest weekly amount witnessed so far in 2009. Certainly, the It is perhaps not surprising that the abovementioned assets apparent movement into the top end of the market bodes well were sold to trade buyers given the fact that cash-rich for the asset class, especially as such deals have, up until now, corporates are emerging as strong players in the global M&A become increasingly fewer and further between since the market. However, the third largest deal of the week saw Bain collapse of Lehman Brothers. Capital agree to acquire a 93.5% stake in Bellsystem24 from the Japan-based private equity arm of Citigroup for US$1bn, That the top three deals of the week were all exits is perhaps indicating that private equity houses are increasingly able, and all the more remarkable, indicating that private equity houses, willing, to participate in large-cap deals on both the buy and deprived of viable exit routes since the onset of the financial sell-side. crisis last autumn, are now enjoying better opportunities to realise investment returns and redistribute capital to back By Tom Coughlan, Remark to investors. In fact, taken together with small and mid-cap divestments, exits accounted for just over half of total private equity deal activity across the globe in the week and around 90% of collective valuations.

Looking at the week’s top deals, the largest transaction to come to market saw BC Partners and Apollo Management agree to sell respective stakes of 35.3% and 29.1% in Unitymedia, the German-based cable network operator, to Liberty Global Inc, the US-based international cable operator, for a total consideration of US$5.2bn. The asset is a complementary strategic fit for Liberty and will allow the group to benefit from synergies in network operations and procurement.

Also in Europe, the second largest transaction saw Blackstone and Lion Capital announce their exit from Orangina Schweppes, The Noticeboard

People moves

Date Title Story snapshot Source

13-Nov-09 Former Schering- US-based private equity firm Warburg Pincus has announced the appointment of Fred www.altassets.com Plough CEO joins Hasaan as Senior Advisor. Hasaan served as CEO of US-based pharmaceutical company Warburg Pincus Schering-Plough Corporation from 2003 to 2009, when the company was acquired by Merck & Co. In his new role at Warburg Pincus, he will offer strategic advice on new and existing investments.

New funds

Date Title Story snapshot Source

19-Nov-09 GIH's former PE Shailesh Dash, the former private equity chief of Kuwait-based Global Investment www.privateequityonline.com chief sets up Al House, has set up Al Masah Capital, an alternative asset management firm based in Masah Capital Dubai. The firm intends to offer private equity, real estate and hedge funds to investors globally and will launch its first private equity fund in April 2010 which will focus on social infrastructure and target US$700m. While the firm will primarily focus on the Middle East and North Africa (MENA) region, it will consider opportunities in South Asia and Turkey. It will also favour co-investment opportunities with regional investors. Khalil E Alaali, who has co-founded the firm alongside Dash, will be its Chief Placement Officer.

19-Nov-09 Acuity Capital London-based smaller companies investor Acuity Capital Management, which spun www.privateequityonline.com launching out of private equity firm Electra Partners in 2008, is launching a fund to invest in environmental environmental infrastructure projects focussing on organic waste recycling in the UK. The infrastructure fund Acuity Environmental Infrastructure Fund is targeting an initial £100m of equity to invest in 8-12 sites, with each site backed by at least a 10 year contract with a local authority or a company establishing a fixed volume of waste at a set price. The launch comes amid demanding organic waste recycling targets set by the British government for local authorities.

19-Nov-09 Belgium-based Gimv, the Belgian private equity firm, and Agri Investment Fund (AIF) have raised€ 60m www.altassets.com Gimv holds for the first close of Gimv Agri+ Investment Fund, their joint agriculture-focused fund. first close for The fund will be managed by the life sciences team of Gimv and will invest primarily in agriculture fund companies or projects that have the potential to strengthen the agriculture sector of the region.

16-Nov-09 Alterna Capital Connecticut-based private equity firm Alterna Capital Partners has closed its debut fund on www.privateequityonline.com closes first fund US$428m. The firm closed the fund early, ahead of its original US$1bn target. The vehicle on US$428m will invest in core capital assets, or non-traditional infrastructure investments such as power plants, railway, ships and other transport facilities, in line with the broader strategy of the firm.

Miscellaneous

Date Title Story snapshot Source

17-Nov-09 KCIC to open in Kuwait China Investment Company (KCIC) is opening its first office in China, which will be www.privateequityonline.com China and set up in operation in 2010 and aims to establish China-focused private equity vehicles and build China-focused PE closer ties with the Chinese government. It has not disclosed in which city the office will funds be based. Set up in 2005, KCIC manages more than US$450m in assets. In Asia, it invests primarily in sectors including Energy, Real Estate, Agriculture, Infrastructure and Financial Services. The firm’s debut fund, which has yet to be launched, will target US$300m and have a pan-Asian focus. It is reported that KCIC is planning to buy positions in fund management platforms across China in addition to launching its own funds.

2 The Brief: 20 November 2009 | Issue 39 Private Equity Opportunities - Asia-Pacific

Bhushan Power and Steel will sell stake to part finance Jharkhand power and steel plant, JMD says

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

13-Nov-09 1,600 US$ Cost of Energy; Industrial products Baring Private Equity Asia; India Confirmed setting up a and services Axis Bank Ltd; Bhushan new power Power and Steel Limited and steel plant

Bhushan Power and Steel, a private New Delhi, India-based energy and steel company will sell a minority stake after June 2010, Joint Managing Director, V.K Sharma said. Bhushan is planning to set up a power and steel plant in Jharkhand at a cost of INR80bn (US$1.6bn). Of the sum, INR15bn to INR20bn will come from a stake sale, INR30bn will be financed through internal accruals, and the remainder through debt, he said. For the equity portion, Bhushan is evaluating both an initial public offer and private equity routes and for the debt portion it is in initial talks with merchant bankers. It is willing to hear from advisors for both immediately, he added. Revenues for the year ended 2009 was INR 45bn, he said. Bhushan currently has an annual power generation capacity of 235 megawatts and steel manufacturing capacity of 1.4 million tonnes annually. These capacities are expected to double by June 2010, after which it will consider a stake sale, in hope of a better valuation, he explained. Once fully operational, the Jharkhand plant will have an annual power generation capacity of 900 megawatts (MW) and steel manufacturing capacity of three million tonnes annually. Construction will start by the end of 2010 and will take three years to complete. This plant is expected to generate annual revenues of INR120bn. The company has attained all the licenses relating to setting up of this new plant. It has also acquired 350 acres of the total 950 acres required for the plant, Sharma said. The company last raised US$250m via external commercial borrowings in three installments between 2007 and 2009. Axis Bank acted as both the advisor and the facilitator for this deal. In 2006 the company sold between 8 and 9% to Baring Private Equity Asia. The deal value was around INR1.5bn and Axis Bank advised. The remaining stake is held by the company’s Managing Director Sanjay Singal and his family, Sharma said. The company has six plants in India and a total of 12,000 employees. Revenues for FY 09/10 are expected to cross the INR60bn mark. It has a total debt of INR60bn. Close to 70% of its revenues are from domestic sales and the remainder from exports. HR Coils and CR Coils are its core products in terms of revenue generation, he said.

Tantia Constructions retains PricewaterhouseCoopers to assist in INR2.5bn capital raise, VP says

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

15-Nov-09 54 US$ Maximum Construction; Business The World Bank; Asian India Confirmed capital to be Services Development Bank (ADB); raised Khaitan & Co,Microsec Financial Services; Pricewaterhouse (India); Tantia Constructions

Tantia Constructions, the listed, Kolkata-based infrastructure company, has recently retained PricewaterhouseCoopers to assist in an INR 2.5bn (US$54m) capital raise, Vice President of Finance and Accounts Rohini Sureka said. The capital raised would be used to finance ongoing projects and for working capital, such as acquiring new machines. PwC’s mandate broadly covers about a year but the planned capital raise should ideally be completed in the next three to six months, Sureka said. Tantia Constructions would be open to approaches from legal advisors in a month or so, she added. The capital would be raised via a minority equity stake sale and/or the issuance of new shares. Leading options being considered include a stake sale to a private equity fund or a qualified institutional placement (QIP), Sureka said. While the company, which has a market cap of about US$39m, has passed a resolution to raise up to US$54m, it is possible it might not raise the entire amount. A private equity fund - especially an infrastructure fund, could be a preferred investor, Sureka said. Such an investor could grow with the company long-term and potentially offer a better valuation, she added. Potential investors, both overseas and domestic, could approach the company or its financial advisor. The company’s founding shareholders - the Tantia family - hold about a 51% stake and the public shareholders hold the remaining stake. The promoters would like to run the company long-term and would prefer to keep equity dilution to a minimum. The company worked with financial advisory firm Microsec during its 2005 initial public offering, and Khaitan and Company for its foreign currency convertible bond (FCCB) issuance in 2007, Sureka said. The infrastructure engineering procurement construction (EPC) player undertakes projects solely for the Indian government in the road, railways and airport space. It has more recently got into the waste water and sewage treatment space. Asian Development Bank (ADB) and the World Bank have funded the company’s projects in the past. It has an almost pan-India presence and is especially strong in the east.

3 The Brief: 20 November 2009 | Issue 39 Private Equity Opportunities - Asia-Pacific

Steel Strips Wheels to raise capital in twelve months, source says

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

16-Nov-09 77 US$ Revenues Automotive BMW AG; Volkswagen AG; India Strong evidence year to Renault SA; Steel Strips March 09 Wheels Limited

Steel Strips Wheels, the listed Chandigarh, India-based steel wheel rims manufacturer, plans to raise capital in 12 months, said a company source. Bankers can approach the company immediately, he added. The company would like to raise US$21m via a minority stake sale to a private equity fund or via a debt issuance, he said. It registered revenues of US$77m for the year ending March 2009 and its current market cap is US$30m. It would like to raise capital at a valuation of 14 to 15x future earnings, while currently trading at around 10 to 11x future earnings, the source said. It is expecting a 150% growth in profits by March 2010 and would be able to garner better valuation at the time of the capital raise, he said. Capital raised will be utilised to expand its Chennai manufacturing capacity to five million wheels per annum from one million wheels now. It would also be used to upgrade its main facility in Chandigarh and shore up working capital, he said. The company signed an exclusive steel wheels supply agreement with listed French carmaker Renault, the source said. The wheels will be manufactured at its Indian facilities and it will also set up a plant in Morocco by 2012 to cater to Renault and better serve the European and Latin American markets. Other clients include Volkswagen and BMW, the source added.

Rolex Rings could seek next round of private equity funding towards repayment of debt in July 2010, source says

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

17-Nov-09 64 US$ Revenues Automotive SKF AB; The Timken India Strong evidence in the year Company; New Silk Route; ending Rolex Rings March 09

Rolex Rings, private Ahmedabad-based, Indian bearings and forgings company, could raise close to INR1.5bn (US$31m) from a second round of private equity funding in July 2010, said a company source. It could speak to potential advisors by January 2010, he said. Proceeds from the capital raising will go to debt repayment. The company carried out capacity expansion and raised INR1.51bn through private equity fund New Silk Route (NSR) in 2007. The fund holds a 26% stake, he added. Rolex Rings also borrowed INR1.35bn (US$28.7m) for the expansion. The company needs to repay its debt by July 2010 and if business does not pick up, it will raise the next round of equity, the source said. Due to the economic downturn, Rolex Rings is currently running at 50% capacity. However, the company is focussing on bringing in more business, he said. Capacity, if fully operational, can generate revenues to the tune of INR15bn (US$319m), the source added. NSR valued the company based on past performance and future projections which have not been met, because of which the fund could increase its stake to 44%. However, the company plans to renegotiate terms with the fund, he said. Several European and US based industrial groups seeking entry into India could be interested in Rolex rings, said an industry banker. The bearings industry also requires certain distribution networks and manufacturing bases to which the strategic player would get access. The strategic investor could possibly buy out the NSR stake as well, he added. Yet bringing in another financial investor might be difficult given the presence of NSR. The fund entered at a certain valuation which the new financial investor will discount and this might not be agreeable to NSR. Swedish Industrial Group SKF could be a potential investor in the business, said the banker. The company is looking to do deals in the bearings space, he added. A player similar to Rolex Rings is NRB Bearings. The listed Mumbai-based bearings company faced a set back in its business in 2007 and 2008 due to the downturn in automotive space. It is now recovering together with the auto and capital goods sectors, he said. NRB’s current market cap is US$53m. Rolex Rings registered revenues of INR3bn (US$64m) for the year ending March 2009. It has 1,000 employees. The company manufactures 70 to 80 types of bearings used in automotive and auto components, the source said. Its clients include SKF, Timkens, GM and Mercedez Benz, among others, said the source.

4 The Brief: 20 November 2009 | Issue 39 Private Equity Opportunities - Europe

Covex plans to sell stake or whole company, owner says

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

9-Nov-09 18 US$ 2008 Consumer: Foods, Medical: Covex S.A., Memory Secret China, Spain, Confirmed revenues Pharmaceuticals USA

Covex, a Spanish privately owned nutritional and pharmaceutical business, plans to sell a stake or the whole company, Chairman and owner Fernando Calvo said. ‘We have started to seek possible bidders but we don't have any deadline. I will be the nexus with the new management team to give them key information’, he said. Calvo, who was born in 1946 and is the majority shareholder, explained he is seeking a buyer as he has no descendants to pass on the business. Covex, which expects to hit US$15m in revenue this year, is not working with an external advisor but will hire one at some point, he said, declining to give a timeframe. The company already has received several proposals, however. ‘We would like an investor linked to the pharmaceutical and nutritional sectors in order to get synergies’, he said. At the same time, the company is engaged in a number of growth initiatives. For instance, it is seeking a financial investor to provide€ 3m to build an industrial plant in South America. The aim is to build a chemical-extraction plant to treat medicinal plants. It is open to related advisor proposals. Covex is also launching its Memoginseng product in China, and is already in talks with Chinese investors. Memoginseng is a stimulating drink with ginseng and vinpocetina. More broadly, the company is looking for manufacturers for its memory enhancement products. As of now all agreements Covex has are commercial in nature, but Calvo did not rule out investors or joint ventures going forward. It also is looking for companies to manufacture its Intelectol and Memory Secret's products. ‘We are looking to pills manufacturers, coffee packers or bottlers in the US and Central America areas’, he said. Covex posted US$18m in revenues in 2008 and US$10m in 2007. Calvo is the majority shareholder and Covex's employees are minority shareholders. Calvo said that the company has its own production plant and eight subsidiaries around the world. ‘We export 99% of our product to 56 markets mainly to the US, Russia, China and France’, he said. Founded in 1977, it has its own technology and more than 100 patents.

Biocrates Life Science looking for funding and for out-licensing partners, exec says

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

17-Nov-09 8 € Requested Biotechnology MIG Verwaltungs AG, Austria Confirmed money Biocrates Life Science

Biocrates Life Sciences (Biocrates), the privately-held Austrian biotechnology company focused on metabolomics, is looking for funding, said Alexandra Gruber, Director of Business Development Marketing. We aim to raise €8m by mid 2010, she said, adding that the current shareholder, MIG Verwaltungs (a German venture capital firm), has already agreed to contribute€ 2m. Financial investors, such as venture capital companies with expertise in the sector, would be attractive potential providers of funds, she said, adding that nevertheless the company is also considering other options such as European subsidies. Gruber mentioned that they have just started looking for funds, and that this round is expected to be the last one before they out-license their products. Biocrates is also looking for out-licensing partners, Gruber said; and explained that she has recently joined the company and the search for partners is one of her tasks. She said that diagnostic as well as medium-size pharmaceutical companies would be attractive possible partners for Biocrates. The money raised from the funding will finance the validation of the biomarker panels as well as the development of other projects currently at early stages of development, such as oncology, Gruber said. She added that they expect to complete the validation for four indications (Chronic Kidney Disease - CKD, Metabolic Syndrome -T2T, Sepsis and Stroke) by the end of 2011. At the moment the likeliest exit option is a trade sale, Gruber said, adding that while an IPO is not ruled out, it is not a realistic alternative right now. She mentioned that the current valuation of Biocrates is approximately €20m. Biocrates has 45 employees and expects revenues of approximately €2m in 2009, the executive said. For CKD, the treatment of which represents a target market valued between €50m and €300m, Biocrates has completed the definition of the biomarker panels and is about to start the (internal) validation. The same is true for the T2T indication with a target market valued between €500m and €3.7bn. The other two indications, Stroke (estimated market value €300m to €1bn) and Sepsis (estimated market value €100m to €300m), have completed the biomarker candidate screening process and are entering the define biomarker panel definition phase. Biocrates objective is to become a global leader in metabolomics-based biomarker diagnostics, according to a company presentation. The company has a proprietary technology platform that forms the base of product Absolute IDQ (mass-spectrometry-based metabolomics kits) and TargetIDQ trade service (metabolomics service and partnerships for biomarker discovery, smart food optimization and fermentation monitoring). Biocrates was founded in 2002, and is headquartered in Innsbruck (Austria).

5 The Brief: 20 November 2009 | Issue 39 Private Equity Opportunities - Europe

PKN Orlen sees hundreds of millions of Polish zloty from minor non-core asset sales in two to three years, CFO says

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

13-Nov-09 28 € Orlen Chemicals and materials, Polski Koncern Naftowy Poland Confirmed KolTrans Energy, Transportation Orlen SA, PCC Rail SA, CTL sales Logistics Group , ORLEN KolTrans Sp. z o.o.

PKN Orlen expects to raise hundreds of millions of zloty from minor non-core asset sales, said Chief Financial Officer Slawomir Jedrzejczyk. ‘We are not talking about an immediate perspective, two or three years’, Jedrzejczyk said. It will be hundreds of millions [of Polish zloty]. PKN Orlen, which is looking to raise billions from the sale of its stakes in mobile telecoms operator Polkomtel and chemicals firm Anwil in the first quarter of the next year, has also lined up a series of smaller assets outside its core business, Jedrzejczyk said. The company's railways unit alone is likely to account for more than half of the expected take from minor non-core asset sales, a source familiar with the company's thinking said. CTL Logistics and PCC Rail, the two players dominating the Polish market, have both been in contact with PKN Orlen regarding their interest, though any discussions have been ‘only in the most general terms, as far as I understand’, this source said. Orlen also has smaller logistics and fixed-line telecoms assets to sell.

Sarcom may consider full stake sale if right offer comes along, owner says

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

16-Nov-09 23 € Price asked Chemicals and materials Advent International (UK), Romania Confirmed by Sarcom's Dufa Deutek srl (formerly owner for full known as Dufa Romania), stake in 2007 Sarcom, Marinica Potop, SC Oxygen Finance SRL

Sarcom, a private Romanian paint maker, may consider a full sale if the offer is high enough, said Marinica Potop, Sarcom's owner. In an interview with this news service, Potop, who is the Chief Executive Officer, said that Sarcom, in Ramnicu Valcea, some 150km northwest of Bucharest, had no debts and all investments were financed from its cash flow. ‘I suppose this is the main reason why so many potential buyers have knocked at my door,’ he said. Potop said that two years ago he negotiated Sarcom's sale to Romanian peer Dufa, but the deal did not pan out because the €20m offer was not what he expected. At the age of 55, Potop said he was tempted to cash a large sum from selling Sarcom and help his children start other businesses. A source with deep knowledge of Oxygen Finance, a Romanian corporate finance firm hired by Sarcom, confirmed that Oxygen had been engaged in seeking buyers for Potop's company. A potential bidder for Sarcom was Dufa Deutek, owned by Advent International. Potop said that he held several rounds of talks with Advent two years ago.’They offered €20m, but I turned it down. I wanted €23m. To be frank, I was not ready to sell,’ he said. A spokesperson at Dufa Deutek declined to comment on Potop's statement. A source with deep knowledge of Advent International said that Dufa was focusing on organic development. ‘The company is trying to keep its head up and has no acquisition plans for the time being,’ said the source. Set up in 1993, Sarcom produces paints and lacquers under the Sticky and Coral brands, according to its website. For 2009, the company forecasts a turnover of RON32m (€7.45m), said Potop. However, he admitted that the Romanian sales market would probably drop by some 20% this year for lack of demand. Potop said that the local paints and lacquers market reached sales worth €150m last year.

6 The Brief: 20 November 2009 | Issue 39 Private Equity Opportunities - North America

G.A.P Adventures mulls stake sale to private equity or IPO in a year to spur growth, CEO says

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

18-Nov-09 150 US$ Revenue for Leisure GAP Adventures (Canada - Canada Confirmed 2008 Ontario region)

G.A.P Adventures, the Toronto, Ontario-based privately-held adventure travel company, is mulling a stake sale to private equity or an IPO in a year’s time in order to achieve its aggressive growth plans, CEO Bruce Poon Tip told this news service. The company - which just passed US$150m in revenue - already receives banker calls, but Poon Tip said he was not ready to speak to advisers yet as he was just beginning to examine his options. Poon Tip explained that while he had ruled out the idea of an IPO or stake sale in the past, it could make sense now because the company wants to ramp up growth. ‘We’ve never had a need of capital for growth before and have a strong, clean balance sheet, but we are now considering stepping up our growth plans’, he said, adding that he has single- handedly spearheaded the company into double-digit growth for the past 20 years. The company, which is touted as Canada’s largest adventure travel company, grew organically by 42% in 2008 despite the economic slowdown, according to Poon Tip. He plans growth of 70% to 90% in the next few years and wants to increase revenue to US$500m in two years. Competitors in Canada and the US include all travel companies offering holidays; ranging from tour companies, cruise organizers, to smaller companies offering adventure packages, Poon Tip pointed out. When asked about consolidation opportunities in the travel industry, the CEO said there is no lack of acquisition candidates in Canada and abroad in his space. But acquisitions are not central to his company’s growth strategy, Poon Tip added, citing integration issues and culture clashes as challenges that he would prefer avoiding for now. Instead, the company has focused on organic growth to date, expanding its business to 37 countries across the world and inking partnerships with strategic partners such as Air Canada Vacations, Transat Vacations, and most recently the Discovery Channel. ‘We are always looking for new revenue streams’ said Poon Tip, who is also planning to boost G.A.P’s footprint into new markets such as South Africa, Hong Kong, and Japan in 2010. Roughly 80% of G.A.P current revenue is generated outside of Canada, he confirmed. When asked whether his company could be a sale target, Poon Tip conceded that he was approached on a weekly basis by prospective bidders. ‘In April of this year, I was offered multiples that were so ridiculous that if I did not sell then, then it’s obvious that that’s not my objective with this company’ he said, adding that his goal is to grow the company into the largest international adventure travel company.

Corinthian Colleges flagged as LBO candidate as for-profit education sector struggles, industry sources say

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

12-Nov-09 1,400 US$ Corinthian Business Services Goldman Sachs; Providence USA Rumored market cap Equity Partners Inc; Corinthian Colleges Inc; Texas Pacific Group Ventures; Carlyle Venture Partners; KKR Private Equity Investors LP

Corinthian Colleges (NASDAQ: COCO), the for-profit education business based in Santa Ana, California, is a prime leveraged buyout candidate, industry sources agreed. The company’s stock has not been fully appreciated by the market, a PE investor and a banker said. The stock closed Wednesday at US$15.43 per share, down from its 52-week high of US$21.73 per share. The company is trading at 4.7x EBITDA, according to a report by Signal Hill analyst Trace Urdan, while comparable companies are trading at 6-7x EBITDA. Ken Ord, Chief Financial Officer of Corinthian Colleges, acknowledged industry speculation about the company being a leveraged buyout candidate but declined to comment further. ‘We'll leave that speculation to the analysts,’ he said on the sidelines of a recent industry conference. Deal activity in the for-profit education sector will remain heady, industry sources said, as private equity firms continue to scoop up mid-sized companies. At least half a dozen online education deals could be announced in the next 90 days, one industry banker said, with the majority of these PE-based transactions. Recent concerns over changes in the Department of Education rules have depressed multiples in the space, making for-profit educational institutions more vulnerable to takeover, sources agreed. While legislation has increased the amount of aid granted to schools under Title IV, it has also made it more difficult for institutions to achieve the 90/10 ratio required under the law. It stipulates schools must derive at least 10% of their revenue from sources other than federal student aid. The uncertainty has pounded stocks of publicly traded companies such as Apollo, DeVry, Corinthian, ITT and Strayer, the PE source said. Apollo, DeVry and ITT are probably too big to be taken private-ITT, for example might require US$2.5bn for an acquisition. Strayer, likewise, is viewed as too large for a PE firm to touch in today’s market, sources agreed. Domestic post secondary education valuations have shrunk at least two full multiple points from 9x EBITDA in the past several weeks, the PE source said. Of course, the challenge would be to convince a public company board to allow a company to be taken private ‘at these prices,’ the PE source said. A few more months of weakness might convince them, he added. ‘They’re trading near historic lows,’ he said. ‘They're in the strike zone from a valuation standpoint’. For-profit education companies are particularly attractive because they are anti-cyclical, said Mark DeFusco, a banker at Berkery Noyes who has worked in higher education management. ‘It’s simple, when the economy is bad, people go back to school,’ he said. The sector is also non-capital intensive and has highly visible revenue streams, he added. ‘There’s been a very substantial increase in middle-market activity and in the number of sponsors who want to sell portfolio companies or buy other companies,’ said Dirk Leasure, Managing Director and Head of US Sponsor Coverage for BMO Capital Markets. A deal could be completed with US$1bn or less in debt financing in many cases, the PE source said. Recent improvements in the bank loan or high yield bond market indicate LBOs of US$1bn to US$1.5bn could be done. ‘Any large PE group could do this by themselves,’ he said, while acknowledging that sector deals have historically been club deals involving more than one firm. ‘There's a lot of dry powder on the part of large PE firms,’ such as TPG, Carlyle, Blackstone and Goldman, which have invested in this sector before, the PE source added. Education Management (NASDAQ: EDMC) was purchased by Providence Equity, Goldman Sachs and Leeds Equity Partners for US$3.4bn in 2006 before going public in September. Laureate Education was bought out by a group of investors led by KKR and Citigroup’s private equity arm in a US$3.9bn deal in 2007. Recent private equity deals have been smaller, with the most sizable being TA Associates’s acquisition of Vatterott Educational Centers in September for a reported US$50m. Among mid-sized players that could be candidates for LBOs, the PE source ruled out ones that have gone public recently, including Grand Canyon and Bridgepoint. Not everyone agreed the sector is ripe for a large LBO. ‘My guess is that you’re not going to get the mega US$4bn deals anymore,’ De Fusco said. ‘You’re going to get private equity firms doing an all equity deal, and then waiting for the debt markets to open next year before an LBO happens’. Leasure echoed this uncertainty about the possibility of large LBOs resurfacing in the for-profit education space, adding, ‘I don't know if that's the case’.

7 The Brief: 20 November 2009 | Issue 39 Private Equity Opportunities - North America

AC Lens may seek capital for buys, CEO says

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

12-Nov-09 25 US$ Annual Consumer; Internet / AC Lens USA Confirmed revenues ecommerce; Medical

AC Lens, a Columbus, Ohio-based online seller of contact lenses, may raise private equity to finance acquisitions, said Peter Clarkson, CEO and President. The privately-held company, which has annual revenue of US$25m, will likely raise capital once it identifies a possible target, as private equity and acquisitions “go hand in hand,” he said. The company is receiving interest from private equity but discussions so far have been ‘too vague’. AC Lens is attractive because of its growth, profitability, local press coverage and its appearance on the Internet Retailer Top 500 list, he said. AC Lens is interested in acquiring smaller contact lens suppliers to expand its market share, he said, noting that the US contact lens industry is estimated at US$3bn. AC Lens is particularly interested in international opportunities or distressed companies that it could turn around. Many smaller contact lens companies struggle because they focus too much on cutting prices instead of improving their business model with customer service and infrastructure, said Clarkson. The company competes with Vision Direct and Coastal Contacts, Clarkson said. 1-800-Contacts is the brand leader in the category and is eight times the size of AC Lens. AC Lens has partnered with several vision insurance companies to offer lenses as a benefit to their members and is in discussions about a strategic partnership with an optical retailer, which is expected to close this year. AC Lens will offer online services to the optical retailer’s customers. The company will pursue additional partnerships with optical retailers in 2010. AC Lens uses Roetzel Anderss as its general legal counsel, he said. AC Lens delivers to all 50 states and international markets. It sells contact lens brands such as: Acuvue, Bausch & Lomb, Focus, Purevision and others at 50% to 70% below retail prices through about ten websites. A former college professor, Clarkson founded the company in 1995 to focus on the emerging e-commerce market. He is also President and founder of Eyestyles, an optical retailer. He currently serves on the Board of Directors of Sterling Bank.

Wireless Generation talking to investors about raising capital; IPO possible in long term, COO says

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

17-Nov-09 65 US$ Revenues for TMT; Business Services Wireless Generation USA Confirmed 2009

Wireless Generation, a designer of assessment software and services for schools, believes there are compelling reasons to seek expansion capital given the influx of stimulus dollars into education technology, said COO Josh Reibel. US$100bn was earmarked for education in the American Recovery and Reinvestment Act. The private Brooklyn, New York based company is talking with a variety of investors, Reibel said. The COO agreed that the company could be attractive to venture capital or private equity firms. So far, the company has taken money from individuals, but it sees value in obtaining capital from institutional investors given the market opportunity. The company may eventually look at a public offering, Reibel said, but an IPO is not likely in the immediate future as the company still has growth ahead of it. Wireless Generation expects revenues of US$64.5m this year. The company had EBITDA of US$4m for the first nine months of 2009. It had revenues of US$56m and US$2.2m in EBITDA for 2008. Wireless Generation is the designer of ARIS, New York Citys learning management system that gives students, educators and parents access to information on student improvement. The company currently serves more than 200,000 educators and three million students.

8 The Brief: 20 November 2009 | Issue 39 Top Deals of the Week - Asia-Pacific

Deal one: Bellsystem24 Inc (93.50% stake)

Announced date 14-Nov-09

Deal type Exit

Deal value (US$m) 1,038

Target information

Company Bellsystem24 Inc (93.50% stake)

Description Japan-based call center management company providing CRM

Financial advisor Citigroup Inc; Goldman Sachs

Legal advisor Simpson Thacher & Bartlett LLP

Bidder information

Company Bain Capital LLC

Description US-based private equity firm engaged in public equity, leveraged debt asset, venture capital and global macro asset investments in various industries

Financial advisor Citigroup Inc; Mizuho Financial Group Inc; Morgan Stanley; UBS Investment Bank

Legal advisor NA

Seller information

Company Citigroup Capital Partners Japan Ltd

Debt provider Sumitomo Mitsui Financial Group Inc (n/a, 100.0%), Mitsubishi UFJ Financial Group Inc (n/a, 100.0%), Mizuho Financial Group Inc (n/a, 100.0%)

Equity provider Bain Capital LLC (n/a, 100.0%)

Deal description

Bain Capital LLC, through a newly created acquisition vehicle, has agreed to acquire a 93.5% stake in Bellsystem24 Inc from Citigroup Capital Partners Japan Ltd, for a cash consideration of JPY93.5bn (US$1.04bn).

9 The Brief: 20 November 2009 | Issue 39 Top Deals of the Week - Europe

Deal one: Unitymedia GmbH Deal two: Orangina Schweppes Group

Announced date 13-Nov-09 Announced date 13-Nov-09

Deal type Exit Deal type Exit

Deal value (€m) 3,500 Deal value (€m) 2,245

Target information Target information

Company Unitymedia GmbH Unitymedia GmbH Company Orangina Schweppes Group

Description Germany-based cable network operator Description France-based manufacturer and distributer of soft drinks Financial adviser Morgan Stanley; Nomura Holdings; UBS Investment Bank; UniCredit Group Financial adviser Citigroup; JPMorgan; Nomura Holdings; Rothschild; Royal Bank of Scotland Group Legal adviser Latham & Watkins

Legal adviser Weil Gotshal & Manges

Bidder information Bidder information

Company Liberty Global Inc Company Suntory Holdings Limited

Description US-based international cable operator offering Description Japan-based producer and distributor of alcoholic video, voice, and internet-access services and nonalcoholic beverages

Financial adviser Goldman Sachs Financial adviser NA Legal adviser Freshfields Bruckhaus Deringer; Ropes & Gray Legal adviser Clifford Chance

Seller information Seller information

Company Apollo Management LP; and BC Partners Ltd Company Blackstone Group Holdings LLC; and Lion Capital LLP

Debt provider NA Debt provider NA

Equity provider NA Equity provider NA

Deal description Deal description

Liberty Global Inc has signed a definitive agreement to acquire Unitymedia Suntory Holdings Limited has won the auction to acquire Orangina GmbH from BC Partners Ltd and Apollo Management LP who hold a 35.3% Schweppes Group from Blackstone Group Holdings LLC and Lion Capital and 29.1% stake respectively, and other shareholders in the company, for a LLP for an estimated consideration of €2.245bn. cash consideration of €3.5bn.

10 The Brief: 20 November 2009 | Issue 39 Top Deals of the Week - Europe

Deal four: Uniq Plc (Netherlands Deal three: Esaote SpA Business Unit)

Announced date 16-Nov-09 Announced date 17-Nov-09

Deal type MBO Deal type IBO

Deal value (€m) 280 Deal value (€m) 20

Target information Target information

Company Esaote SpA Company Uniq Plc (Netherlands Business Unit)

Description Italy-based medical equipment manufacturer Description Netherlands-based business unit of Uniq Plc

Financial adviser NA Financial adviser Investec Investment Banking; Stamford Partners

Legal adviser NA Legal adviser Eversheds

Bidder information Bidder information

Company Ares Life Sciences; Banca Carige S.p.A; Equi- Company Gilde Equity Management Benelux BV nox Two SCA; Intesa Sanpaolo SpA; and MPS Venture 2 Description Netherlands-based private equity firm investing in Description Italy-based bank; Italy-based bank; Italy-based mid-sized international companies in the Benelux private equity fund of MPS Ventures; Luxem- region bourg-based private equity fund of Equinox Investments ScpA; Swiss venture capital firm Financial adviser NA

Financial adviser NA Legal adviser NA

Legal adviser NA

Seller information Seller information

Company NA Company Uniq Plc

Debt provider NA Debt provider NA

Equity provider Intesa Sanpaolo SpA, Banca Carige SpA, Equi- Equity provider Gilde Investment Management BV nox Investments ScpA, Management Vehicle, MPS Ventures SGR, Ares Life Sciences

Deal description Deal description

The management of Esaote SpA has acquired the company in a Gilde Equity Management Benelux BV and a subsidiary of Gilde Investment management buyout backed by a group of investors, for a consideration of Management BV have agreed to acquire the Netherlands Business Unit of €280m. Uniq Plc for a consideration of €20m.

11 The Brief: 20 November 2009 | Issue 39 Top Deals of the Week - Europe

Deal five: Rexam Petainer Lidkoping AB

Announced date 11-Nov-09

Deal type BIMBO

Deal value (€m) 18

Target information

Company Rexam Petainer Lidkoping AB

Description Sweden-based manufacturer of refillable polyethylene terephalate (PET) bottles

Financial adviser Poyry Capital

Legal adviser NA

Bidder information

Company Next Wave Partners LLP; and WHEB Venture Partners LLP

Description UK-based private equity firm

Financial adviser Blackwood Capital Group

Legal adviser Macfarlanes

Seller information

Company Rexam Plc

Debt provider KBC Bank

Equity provider Management Vehicle, WHEB Venture Partners LLP, Next Wave Partners LLP

Deal description

The management of Rexam Petainer Lidkoping AB (Petainer) has acquired the company in a buy in management buyout transaction backed by Next Wave Partners LLP and WHEB Ventures Partners LLP from Rexam Plc for a cash consideration of €18m.

12 The Brief: 20 November 2009 | Issue 39 Top Deals of the Week - North America

Deal one: Unitymedia GmbH Deal two: Orangina Schweppes Group

Announced date 13-Nov-09 Announced date 13-Nov-09

Deal type Exit Deal type Exit

Deal value (US$m) 5,216 Deal value (US$m) 3,360

Target information Target information

Company Unitymedia GmbH Company Orangina Schweppes Group

Description Germany-based cable network operator Description France-based manufacturer and distributer of soft drinks Financial advisor Morgan Stanley; Nomura Holdings; UBS; UniCredit Group Financial advisor Citigroup; JPMorgan; Nomura Holdings; Rothschild; Royal Bank of Scotland Group Legal advisor Latham & Watkins

Legal advisor Weil Gotshal & Manges

Bidder information Bidder information

Company Liberty Global Inc. Company Suntory Holdings Limited

Description US-based international cable operator offering Description Japan-based producer and distributor of alcoholic video, voice, and internet-access services and nonalcoholic beverages. The company is also engaged in restaurant operations, sports, music and film, resort development, publishing, and informa- tion services businesses Financial advisor Goldman Sachs

Legal advisor Freshfields Bruckhaus Deringer; Ropes & Gray Financial advisor NA

Legal advisor Clifford Chance

Seller information Seller information

Company BC Partners Ltd Company Blackstone Group Holdings LLC; Lion Capital LLP

Description UK based private equity firm Description US-based private equity investor that provides finan- cial advisory services including M&A, restructuring and reorganization advisory services and fund place- Debt provider NA ment services; UK based private equity firm focused on investments in mid-sized and large companies in Equity provider Not Applicable the consumer sector;

Debt provider NA

Equity provider Not Applicable

Deal description Deal description

Liberty Global Inc. has signed a definitive agreement to acquire Unitymedia Suntory Holdings Limited has won the auction to acquire Orangina GmbH. The transaction is in line with Liberty Global’s strategy of upgrading Schweppes Group from Blackstone Group Holdings LLC and Lion Capital their network and product suite value to its customers, allowing them LLP for an estimated consideration of US$3.9bn. The acquisition is in line to benefit from synergies in areas such as network operations and with Suntory’s expansion strategy to provide the company with a solid procurement. The transaction is expected to close in the first half of 2010. platform in Europe in the soft drinks business and to create synergies with Suntory’s existing non-alcoholic beverage and food businesses.

13 The Brief: 20 November 2009 | Issue 39 Top Deals of the Week - North America

Deal three: Birds Eye Foods Inc. Deal four: Bellsystem24 Inc. (93.5% stake)

Announced date 19-Nov-09 Announced date 14-Nov-09

Deal type Exit Deal type SBO

Deal value (US$m) 1,300 Deal value (US$m) 1,038

Target information Target information

Company Birds Eye Foods Inc. Company Bellsystem24 Inc. (93.5% stake)

Description US-based frozen foods manufacturer which Description Japan based call center management company processes fruits and vegetables providing CRM, e-CRM and marketing solutions, e-Commerce and e-Support services

Financial advisor Centerview Partners; JPMorgan Financial advisor Citigroup; Goldman Sachs

Legal advisor Kirkland & Ellis Legal advisor Simpson Thacher & Bartlett

Bidder information Bidder information

Company Pinnacle Foods Corporation Company Bain Capital LLC

Description US-based food company selling pickles, jala- Description US-based private equity firm engaged in public peños and other peppers equity, leveraged debt asset, venture capital, and global macro asset investments in various industries

Financial advisor Bank of America Merrill Lynch; Barclays Capi- Financial advisor Citigroup; Mizuho Financial Group; Morgan Stanley; tal; Blackstone Group; Credit Suisse UBS

Legal advisor Simpson Thacher & Bartlett Legal advisor NA

Seller information Seller information

Company Pro-Fac Cooperative, Inc; Vestar Capital Company Citigroup Capital Partners Japan Ltd Partners Inc Description Japan based private equity company

Description US-based agricultural marketing cooperative Debt provider Bain Capital company; US-based private equity firm Equity provider Mitsubishi UFJ Financial Group; Mizuho Financial Group; Sumitomo Mitsui Financial Group Debt provider Blackstone Group

Equity provider Bank of America Merrill Lynch; Barclays Capital; Credit Suisse; HSBC Bank; Macquarie Group

Deal description Deal description

Pinnacle Foods Corporation has agreed to acquire Birds Eye Foods Inc from Bain Capital LLC, through a newly created acquisition vehicle, has agreed to Vestar Capital Partners Inc, Pro-Fac Cooperative, Inc and the management of acquire a 93.5% stake in Bellsystem24 Inc from Citigroup Capital Partners Birds Eye Foods Inc, for a consideration of US$1300m. The transaction will Japan Ltd, for a cash consideration of US$1.04bn. Last August, Citigroup help Pinnacle Foods to strengthen its financial position and grow in frozen placed the Japanese call center operator on the auction block as part of a and shelf stable business segments with better service to its consumers and major overhaul of its group in Japan. The transaction will enable Citigroup to customers. As a result of the transaction, the planned public offering of Birds raise further capital. The tender offer is expected to commence on or before Eye Foods stock will be withdrawn. The transaction is subject to regulatory 20 November 2009 and complete on 30 December 2009. approvals and other customary conditions and expected to be completed in the first quarter of 2010.

14 The Brief: 20 November 2009 | Issue 39 Top Deals of the Week - North America

Deal five: AIS Global Holdings LLC Deal six: Sierra Monolithics Inc.

Announced date 17-Nov-09 Announced date 18-Nov-09

Deal type Exit Deal type Exit

Deal value (US$m) 375 Deal value (US$m) 180

Target information Target information

Company AIS Global Holdings LLC Company Sierra Monolithics Inc.

Description US-based provider of mission-critical guidance, Description US-based company that manufactures microwave stabilization and navigation products and components, systems, and sub-systems to support systems defense applications

Financial advisor Evercore Partners Financial advisor Jefferies & Company

Legal advisor NA Legal advisor Morrison & Foerster

Bidder information Bidder information

Company Goodrich Corporation Company Semtech Corporation

Description US-based global supplier of systems and serv- Description US-based supplier of analog and mixed-signal semi- ices to the aerospace and defense industry conductor devices

Financial advisor NA Financial advisor Morgan Stanley

Legal advisor NA Legal advisor Paul Hastings Janofsky & Walker

Seller information Seller information

Company JF Lehman & Company Company IBM Corporation; Storm Ventures; US Venture Partners Description US-based private equity firm

Debt provider NA Description US-based information technology company provid- ing computer hardware, including mainframes, PC’s Equity provider Not Applicable servers and computer software; US-based private equity firm focused on seed and early stage informa- tion technology companies; US-based private equity firm

Debt provider NA

Equity provider Not Applicable

Deal description Deal description

Goodrich Corporation has agreed to acquire AIS Global Holdings LLC from Semtech Corporation has agreed to acquire Sierra Monolithics Inc from IBM JF Lehman & Company for a consideration of US$375m. The transaction Corporation, Storm Ventures and US Venture Partners for a consideration of is in line with Goodrich’s strategy of expanding its existing capabilities. US$180m. This acquisition will enable Semtech and Sierra to create portfolio Post completion, AIS will become part of Sensors and Integrated Systems of wireless capability from ultra low power, sub 1Ghz platforms targeted business of Goodrich. Completion of the transaction is subject to customary at industrial applications, through Microwave RF and Millimeter wave government approvals and will close by the end of 2009. technology platforms targeted at the highest performance communication challenges in the industry. The transaction is subject to closing conditions and approval from Hart-Scott-Rodino Act.

15 The Brief: 20 November 2009 | Issue 39 Top Deals of the Week - North America

Deal seven: Timothys Coffees Of The Deal eight: Silicon Storage Technology World Inc. Inc.

Announced date 13-Nov-09 Announced date 13-Nov-09

Deal type Exit Deal type MBO

Deal value (US$m) 157 Deal value (US$m) 126

Target information Target information

Company Timothys Coffees Of The World Inc. Company Silicon Storage Technology Inc.

Description Canada-based producer of coffee and related Description US-based designer, manufacturer and marketer products of non-volatile memory solutions for high volume applications in the digital consumer, networking, wireless communications and Internet computing markets Financial advisor NA

Legal advisor Blake, Cassels & Graydon; Morgan Lewis & Financial advisor Houlihan Lokey Bockius Legal advisor Cooley Godward Kronish; Shearman & Sterling

Bidder information Bidder information

Company Green Mountain Coffee Roasters Inc. Company Technology Resource Holdings, Inc

Description US-based coffee producer Description US-based holding company created by Prophet Equity LP for the acquisition of Silicon Storage Technology Inc Financial advisor NA

Legal advisor Ropes & Gray Financial advisor NA

Legal advisor Jackson Walker

Seller information Seller information

Company Sun Capital Partners Inc. Company NA

Description NA Description US-based private equity firm

Debt provider NA Debt provider Prophet Equity; Management Vehicle

Equity provider Not Applicable Equity provider Bank of Montreal; Wells Fargo Foothill

Deal description Deal description

Green Mountain Coffee Roasters Inc. has acquired Timothy’s Coffees Silicon Storage Technology Inc. has signed a definitive agreement to be of the World Inc from Sun Capital Partners Inc. for an approximate cash acquired by Technology Resource Holdings Inc in a management buyout consideration of US$157m, subject to adjustment. Green Mountain Coffee transaction for a consideration of US$126m. The transaction will enable Roasters has acquired Timothy’s World Coffee’s brand and wholesale Silicon Storage to create value for its shareholders, customers, partners business and will be maintained as a wholly owned Canadian subsidiary, and employees and result in greater flexibility to invest with a long-term with operations integrated into GMCR’s Specialty Coffee Business Unit. Prior perspective. The acquisition will also allow Silicon Storage to eliminate to the acquisition, Bruegger’s Enterprises Inc, the US-based bakery-cafes the public company reporting requirements and thereby reduce cost and operator has acquired Timothy’s retail operations. The acquisition will enable complexity of business, helping it to compete more effectively in the market. Green Mountain Coffee Roasters to enhance its position as coffee producer Post acquisition, Silicon Storage will operate as a private company and there in Canada and throughout North America. will be no significant changes to current management team. The transaction is expected to close in the second quarter of 2010.

16 The Brief: 20 November 2009 | Issue 39 Top Deals of the Week - North America

Deal nine: Dolex Dollar Express Inc; Europhil

Announced date 18-Nov-09

Deal type IBO

Deal value (US$m) 85

Target information

Company Dolex Dollar Express Inc; Europhil

Description US-based provider of consumer-to-consumer electronic

Financial advisor Goldman Sachs

Legal advisor NA

Bidder information

Company Palladium Equity Partners LLC

Description US-based private equity firm

Financial advisor NA

Legal advisor Edwards Angell Palmer and Dodge

Seller information

Company Global Payments Inc.

Description US-based provider of electronic transaction processing

Debt provider Palladium Equity Partners

Equity provider NA

Deal description

Palladium Equity Partners LLC has agreed to acquire Dolex Dollar Express Inc and Europhil from Global Payments Inc for a consideration in the range of US$85m to US$110m. The deal will allow Global Payments to focus entirely on its existing strategy of mounting its merchant acquiring presence all over the world. Global Payments intends to reinvest the sale proceeds in potential merchant acquiring growth opportunities. The deal is subject to customary regulatory approvals.

17 The Brief: 20 November 2009 | Issue 39 Pipeline - Asia-Pacific

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

3,900 50% of Construction Korea Korea Auction Permira, Blackstone, KKR, Binding bids for the business are Daewoo Development Bechtel, Parsons, MBK expected on 17 November and an Engineering & Bank/Nomura Partners, Posco, LG, Lotte annoucement on the preferred bidder is Construction planned for around the end of this week.

150 Cosmo Financial Japan Japan Asia PE NA CSK Holdings has narrowed the number Securities Services Holdings, target of prospective buyers for Cosmo Advantage Securities. Partners, Tokai Tokyo Financial Holdings

n/a Kumho Rent- Services Japan Korea Auction KKR, Affinity Equity Kumho Rent-a-Car, which is being sold by a-Car Development Partners, Goldman Sachs, Korea Express, could see potential buyers Bank Lotte, KT such as Affinity Equity Partners, Goldman Sachs and KKR withdraw their bid post conducting due diligence. Remaining bidders include strategics such as Lotte group and KT, the listed South Korean fixed line carrier. Korea Express, a subsidiary of Kumho Asiana Group, acquired Kumho Rent-a-Car in 2008 in a deal valued at US$262m.

18 The Brief: 20 November 2009 | Issue 39 Pipeline - Europe

Deal Target Target Target Financial Status Possible bidder company Comments value company description country adviser (€m)

4,000 Areva Energy France CALYON, Takeover CVC, AXA Private Equity, All offers made by the three bidders T&D Lazard situation Schneider Electric, Alstom, still in contention in the auction for General Electrics, Siemens, the transmission and distribution unit Charterhouse, Apollo, of Areva are worth about €4bn. The Avantha, China Investment listed Connecticut-based conglomerate Corporation, Toshiba General Electric made a bid worth €4bn Corporation, Qatar Holding as did the duo of listed French industrial groups Alstom and Schneider Electric. Listed Japanese conglomerate Toshiba made a €4.2bn bid.

55 Supporta Healthcare UK n/a Public-to- August Equity, Advent A private equity firm is thought to be private International, HgCapital and the mystery bidder for Supporta, the Bridgepoint Capital UK-listed domiciliary care group which this afternoon said it had received a preliminary takeover approach. Names mentioned included August Equity, who were involved in the auction for Claimar Care Group earlier this year, Advent International, HgCapital and Bridgepoint Capital, which in October had an indicative offer for Care UK, another UK-listed care and nursing homes group, rejected.

35 Gu Consumer UK Cavendish Auction Darwin Private Equity Gu, the privately held London-based chocolate dessert maker, is up for sale and has seen a number of private equity and trade bidders. Change Capital, Darwin Private Equity, Langholm Capital and a number of food groups such as Yoplait have featured amongst the bidders. The deal is expected to close shortly.

19 The Brief: 20 November 2009 | Issue 39 Pipeline - North America

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

3,700 Metro- California- US NA Takeover The News Corporation According to recent reports, California- Goldwyn- based movie Situations Limited; Time Warner Inc.; based movie studio Metro-Goldman- Mayer, studio Lions Gate Entertainment Mayer (MGM), which is thought to Inc. Corp.; Qualia Capital be receiving interest from strategic (MGM) and financial buyers as it attempts to restructure approximately US$3.7bn of debt, has said that its lenders will extend the forbearance until 31-Jan-10 to support the company in its 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.

300 Playboy US-based US NA Takeover Golden Gate Capital; Oak According to recent reports, Playboy Enterpri- adult enter- situations Hill Capital Partners LP; Enterprises, the US-based adult ses tainment me- Iconix Brand Group Inc.; entertainment media company, will dia company Hilco Consumer Capital; not receive bids from two US-based Monarch Alternative Capital private equity firms that had previously LP; Jim Griffiths (private been identified as possible bidders, Oak investor) 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.

78 Claim California- US NA Auction Berkshire Partners LLC; According to recent reports, Claim Jumper based casual Craig Nickoloff (private Jumper Restaurants, the California- Restau- dining chain investor) based casual dining chain and portfolio rants operator company of US-based private equity firm Leonard Green & Partners LP, may receive bids from founder Craig Nickoloff and US-based private equity firm Berkshire Partners. Claim Jumper was reportedly in the second round of its sale process as of 29-Sep-09. Claim Jumper generated revenue of US$260m in 2008, representing a 12% decline from the previous year.

20 The Brief: 20 November 2009 | Issue 39 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 3.4 15 6 2.9 30 2 10 5.1 4 4.0 20 1 1.3 1.9 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 48 Value of deals (US$bn) 58 28 Value not disclosed 38 48 50 28 36 1 50 36 23 2 20 44 20 40 23 1.4 22 44 35 21 0.9 40 0 22 35 21 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% 23% 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% Pharma, Medical & Biotech 4% Energy 23% Industrials & Chemicals Leisure 5% 4% 6% 19% 42% Others Industrials & Chemicals Business Services 6% Financial Services 7% Pharma, Medical & Biotech Energy Energy 9% Others 6% 19% Others Business Services

9% 8% Energy Leisure Others Real Estate

14% Leisure Real Estate 8% Transportation 10% Pharma, Medical & Biotech 14% 10% Pharma, Medical & Biotech 11% Transportation 19% 11% 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

North Asia Japan Greater China Greater China 3% (China, HK, Taiwan, Macau) (excl Greater China) 8% (China, HK, Taiwan, Macau) 4% Geographic split of buyouts by volume North Asia Geographic split of buyouts by value India Japan South East Asia 12% (excl Greater China) 7% North Asia Japan 3% (excl Greater China) 8% 28% Australasia 4% India North Asia 7% South East Asia 12% (excl Greater China) 14% India 28% Australasia South East Asia Australasia

14% Australasia South East Asia

12% 12% 52% 52%

20% 23% 20% 17% 23%

17%

21 The Brief: 20 November 2009 | Issue 39 Statistics - Europe

European buyouts, quarterly European exit activity, quarterly

Value (LHS) Value (LHS) 8 200 8 150 Volume (RHS) Volume (RHS) 7.6 7 175 7 125 Volume of deals 6 150 6 Volume of deals 100 5 6.3 6.7 125 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 291 282 90 291 132 282 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 99 20 124 620 100 300 62 466 552 99 Value of deals ( € bn) Value not disclosed 15 21.3 300 162 124 466 66 Value not disclosed 200 162 346 66 244 346 200 33 277 10 50 244 100 33 277 5 100 125 2.6 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 Consumer

Business Services Industrials & Chemicals 4% 3% 3% 1% 4% Industrials & Chemicals TMT Rolling 12 months buyout activity TMT Rolling9% 12 months buyout17% activity Energy, Mining & Utilities 5% industry sector breakdown by volume Consumer industry sector breakdown by value Consumer 24% Pharma, Medical & Biotech Business Services 6% Business Services 9% Industrials & Chemicals 1% 4% 3% 3% 4% TMT 9% 17% Energy, Mining & Utilities 5% Financial Services Transportation 24% Pharma, Medical & Biotech Business Services 8% 9% 6% Construction 10% 15% Financial Services Financial Services Transportation

8% Construction Energy, Mining & Utilities 10% 15% Financial Services Pharma, Medical & Biotech

Energy, Mining & Utilities Pharma, Medical & Biotech 12% Leisure Construction 12% 11% Construction Leisure 11%

14% 14% 20% 20% Transportation Transportation Leisure Leisure 14% 14% 11% 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% 6% 7% UK & Ireland 7% Nordic UK & Ireland Benelux 22% 8% 21% Germanic Italy Italy Geographic split of buyouts by volume 8% Nordic Benelux Geographic split of buyouts by value Germanic

8% France Iberia <1% Central & Eastern Europe Iberia 2% 6% 7% 7% Nordic Benelux 22% 8% 21% Central & Eastern Europe France Italy 8% Nordic 12% 8% Iberia Other 12% 15% Iberia Other

Central & Eastern Europe France 17% 12% Other 12% 15% Other

12% 17% 14% 13% 15% 12% 14% 13% 15%

22 The Brief: 20 November 2009 | Issue 39 Statistics - North America

North American buyouts, quarterly North American exit activity, quarterly

Value (LHS) Value (LHS) 20 250 8 140 Volume (RHS) Volume (RHS)

7 120 18.1 200 Volume of deals 15 6 Volume of deals 15.7 100 5.6 7.4 150 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 3.5 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 121 > US$501m Volume (RHS) 900 121 40 200 900 112 112 60 800 60 US$251m - US$500m 38.4 180 53 800 53 94 US$251m - US$500m 35 Volume of deals 66 75 700 94 34 160 66 52 75 33.8 700 34 40 62 52 145 US$101m - US$250m 30 31.8 40 62 140 600 62 77 174 145 US$101m - US$250m 48 62 600 77 174 48 32 120 25 120 88 500 32 120 US$15m - US$100m 88 153 500 56 33 US$15m - US$100m 100 30 153 56 20 400 30 33 30 164 30 400 30 51 16 US$5m - US$14.9m 80 164 30 10 51 16 25 US$5m - US$14.9m 15 Volume of deal s 300 478 10 22 37 416 25 79 Volume of deal s 300 18 130 404 478 60 22 19 37 416 79 18 130 404 28 10 20019 78 335 Value not disclosed 27 335 28 Value of deals (US$bn) 40 200 78 Value not disclosed 21 27 219 199 10021 219 199 5 7.2 115 20 100 82 1.5 115 082 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

Business Services Consumer 4% 3% Industrials & Chemicals 7%2%1% Financial Services Rolling4% 12 months buyout activity Rolling 127% months buyout activity industry sector breakdown by volume TMT 8% Industrials & Chemicals 6% Consumer industry sector breakdown by value Pharma, Medical & Biotech 21% 8% Business Services Consumer 3% Financial Services 4% 7%2%1% Energy, Mining & Utilities 4% 7% 6% TMT 8% Industrials & Chemicals 6% 21% Pharma, Medical & Biotech 8% Financial Services Leisure 9% Energy, Mining & Utilities 6% 36% Pharma, Medical & Biotech Energy, Mining & Utilities Leisure 9% Business Services 7% 36% Energy, Mining & Utilities Business Services 7% Construction TMT Construction TMT 10% 17% 17% 10% Leisure Leisure Construction Construction 16% 16% Transport Transportation 12% 16% Transport Transportation 12% 16%

23 The Brief: 20 November 2009 | Issue 39 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 Citigroup Inc 2,976 2

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

5 Morgan Stanley 1,075 2

6= Mizuho Financial Group Inc 1,038 1

6= UBS Investment Bank 1,038 1

8= HSBC Bank plc 900 1

8= ING (formerly ING Barings) 900 1

8= 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 Citigroup Inc 2,976 2

7 Morgan Stanley 1,075 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 19/11/2008 and 18/11/2009, where target is Asia-Pacific, excluding lapsed and withdrawn deals. The firms are advising the bidder.

24 The Brief: 20 November 2009 | Issue 39 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 19/11/2008 and 18/11/2009, where target is Asia-Pacific, including lapsed and withdrawn deals. The firms are advising the bidder.

25 The Brief: 20 November 2009 | Issue 39 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 174 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 Advantage Partners LLP 386 2

6= MKS Partners Ltd 275 2

6= Unison Capital Inc 275 2

8 CSV Capital Partners 96 2

9 Ant Capital Partners Co Ltd 77 2

10 Ironbridge Capital Pty Limited 0 2

PE firms as bidder on buyout deals announced between 19/11/2008 and 18/11/2009. PE firms to exit deals announced between 19/11/2008 and 18/11/2009. Based on target geography being Asia-Pacific. Lapsed and withdrawn bids are excluded.

26 The Brief: 20 November 2009 | Issue 39 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 Credit Suisse 2,586 3

5 UniCredit Group 1,836 4

6 BNP Paribas 1,716 1

7 Lazard 1,709 6

8 Bank of America 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 44 8

4 JPMorgan 4,406 7

5 Lazard 1,709 6

6 Ernst & Young 864 6

7 Mediobanca 274 5

8 Close Brothers Group 86 5

9 HSBC Bank 3,070 4

10 UniCredit Group 1,836 4

Financial houses advising on buyout deals during 19/11/2008 and 18/11/2009, where target is European, excluding lapsed and withdrawn deals. The firms are advising the bidder.

27 The Brief: 20 November 2009 | Issue 39 League & Activity Tables - Europe

Legal houses - ranked by value

Rank Company name Value (€m) Number of deals

1 Freshfields Bruckhaus Deringer 2,707 12

2 Linklaters 2,026 14

3 Slaughter and May 1,609 1

4 Sullivan & Cromwell 1,564 3

5 Simpson Thacher & Bartlett 1,503 3

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

7= Bird & Bird 1,424 1

7= Cravath Swaine & Moore 1,424 1

7= Michael Silverleaf QC 1,424 1

10 CMS 1,203 11

Legal houses - ranked by volume

Rank Company name Value (€m) Number of deals

1 Linklaters 2,026 14

2 Freshfields Bruckhaus Deringer 2,707 12

3 Allen & Overy 1,122 12

4 SJ Berwin 352 12

5 CMS 1,203 11

6 Loyens & Loeff 851 9

7 White & Case 398 8

8 Hammonds 382 8

9 Ashurst 1,111 7

10 Clifford Chance 998 7

Legal houses advising on buyout deals during 19/11/2008 and 18/11/2009, where target is European, including lapsed and withdrawn deals. The firms are advising the bidder.

28 The Brief: 20 November 2009 | Issue 39 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 Barclays Private Equity 1,017 7

4 EQT Partners 540 5

5 Gimv 177 5

6 Aurelius 100 5

7 Advent International 703 4

8 HgCapital 454 4

9 Waterland Private Equity Investments 436 4

10 Altor Equity Partners 322 4

Exits - ranked by volume

Rank Company name Value (€m) Number of deals

1 3i Group 579 10

2 Arques Industries 134 6

3 Gimv 526 3

4 HANNOVER Finanz 232 3

5 Inflexion Private Equity Partners 230 3

6 N.I. Partners 159 3

7 Advent Venture Partners 110 3

8 AXA Private Equity 54 3

9 Innovacom 42 3

10 N+1 Capital Privado SGECR 38 3

PE firms as bidder on buyout deals announced between 19/11/2008 and 18/11/2009. PE firms to exit deals announced between 19/11/2008 and 18/11/2009. Based on target geography being European. Lapsed and withdrawn bids are excluded.

29 The Brief: 20 November 2009 | Issue 39 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 Inc 5,057 1

7= Deutsche Bank AG 4,287 4

7= Morgan Stanley 3,451 6

7= Blackstone Group Holdings 3,200 2

7= 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 3,451 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 AG 4,287 4

9 UBS Investment Bank 1,990 3

10 Jefferies & Company 1,461 3

Financial houses advising on buyout deals during 19/11/2008 and 18/11/2009, where target is North American, excluding lapsed and withdrawn deals. The firms are advising the bidder.

30 The Brief: 20 November 2009 | Issue 39 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 12,001 13

4 Sullivan & Cromwell 6,441 7

5 Ropes & Gray 5,157 4

6= Cadwalader, Wickersham & Taft 4,404 1

6= SJ Berwin 4,404 1

8 Latham & Watkins 3,714 14

9 Debevoise & Plimpton 3,219 3

10 Kirkland & Ellis 3,148 34

Legal houses - ranked by volume

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

1 Kirkland & Ellis 3,148 34

2 Jones Day 883 15

3 Latham & Watkins 3,714 14

4 Simpson Thacher & Bartlett 12,001 13

5 Weil Gotshal & Manges 2,840 8

6 Skadden Arps Slate Meagher & Flom 1,568 8

7 DLA Piper 838 8

8 Sullivan & Cromwell 6,441 7

9 Dechert 608 7

10 Stikeman Elliott 559 7

Legal houses advising on buyout deals during 19/11/2008 and 18/11/2009, where target is North American, including lapsed and withdrawn deals. The firms are advising the bidder.

31 The Brief: 20 November 2009 | Issue 39 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 - 4

6 Blackstone Group Holdings 3,200 3

7 General Atlantic 2,800 3

8 The Carlyle Group 940 3

9 Centerbridge Partners 900 3

10 One Equity Partners 371 3

Exits - ranked by volume

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

1 Accel Partners 1,732 9

2 Benchmark Capital 1,481 9

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 19/11/2008 and 18/11/2009. PE firms to exit deals announced between 19/11/2008 and 18/11/2009. Based on target geography being US or Canadian. Lapsed and withdrawn bids are excluded.

32 The Brief: 20 November 2009 | Issue 39 Top Deals - Asia and Pacific

Top 10 Asia-Pacific buyout deals - rolling 12 months ending 18 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 [China]; 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

33 The Brief: 20 November 2009 | Issue 39 Top Deals - Europe

Top 10 European buyout deals - rolling 12 months ending 18 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

17-Nov-08 Enersis - Sociedade Gestora de Participacoes Magnum Capital Industrial Partners 1,150 Sociais S.A.

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

34 The Brief: 20 November 2009 | Issue 39 Top Deals - North America

Top 10 North American buyout deals - rolling 12 months ending November 18, 2009

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

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

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

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

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

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

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

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

23-Sep-09 SkyTerra Communications Inc (51.00% stake) Sol Private Corp. 1,206

3-Nov-09 Landry's Restaurants Inc (44.90% stake) Fertitta Holdings Inc 1,200

29-Dec-08 Canal Corporation (formerly Chesapeake Corpo- Irving Place Capital; Oaktree Capital Management L.P 1,022 ration)

35 The Brief: 20 November 2009 | Issue 39 Investor Profile: Summit Partners LP

Summit Partners LP

Description Countries Sectors

US based private equity firm, typically investing from US$5m to over US$800m USA Financial Services in combined equity and subordinate debt. The firm acquires both minorty and majority stakes

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

SP Venture Capital Fund II NA US$300.00 SP Private Equity Fund V NA US$0.00

SP Private Equity Fund I NA US$160.00 SP Private Equity Fund VI NA US$0.00

SP Private Equity Fund II NA US$0.00 SP Venture Capital Fund I NA US$0.00

SP Private Equity Fund III NA US$0.00 SP Private Equity Fund VII 01-Mar-05 US$3000.00

SP Private Equity Fund IV NA US$0.00

Countries invested in Countries invested in

USA 22 current 29 exited France 1 current 0 exited

Netherlands 2 current 0 exited United Kingdom 1 current 0 exited

Germany 0 current 1 exited Ireland (Republic) 0 current 1 exited

Denmark 1 current 0 exited Luxembourg 1 current 0 exited

Sectors invested in Sectors invested in

Computer software 7 current 7 exited Energy 1 current 0 exited

Services (other) 4 current 5 exited Consumer: Other 1 current 0 exited

Financial Services 5 current 0 exited Automotive 0 current 1 exited

Consumer: Retail 1 current 3 exited Biotechnology 1 current 0 exited

Industrial products and services 3 current 1 exited Computer: Hardware 0 current 1 exited

Internet / ecommerce 2 current 1 exited Medical: Pharmaceuticals 0 current 1 exited

Medical 1 current 2 exited Manufacturing (other) 1 current 0 exited

Industrial: Electronics 1 current 2 exited Telecommunications: Hardware 0 current 1 exited

Computer services 0 current 3 exited Telecommunications: Carriers 0 current 1 exited

Defence 0 current 1 exited Transportation 0 current 1 exited

36 The Brief: 20 November 2009 | Issue 39 Investor Profile: Summit Partners LP

Potential Investments

Companies Dominant country Dominant sector Estimated size (US$m) Last update

ApoCell, Inc. USA Biotechnology 50m - 100m 29-Sep-09

TransCard USA Financial Services 50m - 100m 14-May-09

Sunbelt Software USA Computer software 10m - 50m 4-May-09

Bliss and Glennon Inc USA Financial Services 10m - 50m 16-Apr-09

AIG Advisor Group (formerly AIG Financial Advisors) USA Financial Services > 500m 19-Feb-09

Exits - since January 1, 2009

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

Web Reservations International n/d n/a n/d n/a 13-Nov-2009 SBO Ireland Internet / Limited (Republic) ecommerce

Heald Capital LLC n/d n/a 395.00 n/a 20-Oct-2009 TS USA Services (other)

Dedon GmbH n/d 49.0% n/d 49.0% 17-Aug-2009 32 IBI TS Germany Consumer: Retail

Mo Industries Holdings Inc n/d 100.0% 208.00 67.0% 12-Mar-2009 34 IBO TS USA Consumer: Retail

37 The Brief: 20 November 2009 | Issue 39 Notes & Contacts

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