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Private Eq Uity Valuation PRIVATE EQUITY VALUATION EQUITY PRIVATE Independent advice for the institutional investor The Ohio Bureau of Workers’ Compensation FINAL REPORT December 28, 2005 (This page left blank intentionally) CONTENTS 1 Executive Summary 2 Exhibit One - Summary of Investments 3 Exhibits Two through Eleven - Portfolio Characteristics 4 Meeting Notes 5 Fund Information G:\BWC\WP\Private Equity\PE Valuation Report\PE Valuation Report- Danialle.doc (This page left blank intentionally) EXECUTIVE SUMMARY The Ohio Bureau of Workers’ Compensation (the Bureau) has asked Ennis Knupp + Associates to review the valuations of the 68 private equity partnerships managed by 54 private equity managers. This report provides you with our findings and conclusions. There are four sections in the remainder of this report. Section Two (Exhibit One) lists all investments in the private equity portfolio. Section Three provides different characteristics of the portfolio, as shown below. Section Four provides notes on our conference calls with the managers. Section Five provides portfolio holdings of the partnerships and rationales for the valuations. Contents Description Exhibit One An alphabetical listing of the Bureau’s Private Equity partnerships showing the Market Value of the Bureau’s holdings on March 31, 2005. Exhibit Two A listing of the Bureau’s Private Equity partnerships ranked from largest to smallest according to March 31, 2005 Market Value. Exhibit Three A listing of the Bureau’s Private Equity partnerships ranked from largest to smallest according to the Bureau’s percentage ownership of the partnership. Exhibit Four A listing of the Bureau’s Private Equity partnerships grouped by the state domicile of the general partnership office. Exhibit Five A An alphabetical listing of the Bureau’s Private Equity partnerships showing the Bureau’s original capital commitment, the amount of capital that has been called, and the amount that remains to be called. In addition the amount of capital returned by each fund to BWC is shown, allowing calculations of profitability. Exhibit Five B This is identical to Exhibit Five A except that BWC’s Private Equity partnerships are sorted by percentage increase in value. Exhibit Six An estimate of the dollar amount of capital calls the Bureau is likely to face in coming calendar quarters. Exhibit Seven A listing of the Bureau’s Private Equity partnerships grouped by vintage year. Exhibit Eight An alphabetical listing of the Bureau’s Private Equity partnerships showing the Market Value of the Bureau’s holdings on March 31, 2005 and on June 30, 2005. Exhibit Nine A listing of the Bureau’s Private Equity partnerships grouped by vintage year showing the internal rate of return of the partnership from inception to March 31, 2005. Exhibit Ten A listing of the Bureau’s Private Equity partnerships grouped by strategy. Exhibit Eleven This exhibit compares the actual market value of each of the Bureau’s Private Equity partnerships to the hypothetical value computed by multiplying the Bureau’s percentage ownership times the total partners capital of the partnership. Meeting Notes A series of printouts, one for each of the general partners with whom the Bureau has invested, that captures the substance of the telephone interviews that Ennis Knupp + Associates conducted with each general partner. Fund Information A series of printouts, one for each of the Bureau’s Private Equity partnerships, that captures the verbal rationale the general partner provided to Ennis Knupp + Associates for the valuation of individual portfolio companies. Ennis Knupp + Associates 1.1 EXECUTIVE SUMMARY (This page left blank intentionally) Ennis Knupp + Associates 1.2 EXHIBIT ONE – SUMMARY OF INVESTMENTS Exhibit One contains an alphabetical list of the Bureau’s Private Equity partnerships. The rightmost column shows the Market Value of the Bureau’s holdings in each partnership on March 31, 2005. The general partner of each partnership was asked to submit a Valuation Certification, attesting to the value of the Bureau’s holdings in the partnership. The Valuation Certification is a written document designed by Ennis Knupp + Associates and approved by the Bureau, in which the partnership manager was asked to fill in the blanks in the sentence: We certify that the Ohio Bureau of Workers’ Compensation (Bureau) is invested in [name of partnership] . The Bureau’s proportion of the partnership assets as of March 31, 2005 was [percentage] , and the market value of such assets as of that date was [dollar amount]. Managers of 62 of the Bureau’s 68 partnerships responded to the Bureau’s request with a properly formatted Value Certification. These values have been reproduced in the rightmost column of Exhibit One in black ink. Managers of 6 partnerships provided market values of the Bureau’s holdings in their own format. These numbers are shown in red ink in Exhibit One. Ennis Knupp + Associates has examined additional information submitted by the managers to determine the accuracy of the market values shown in the rightmost column of Exhibit One. This examination included the partnership’s recent financial statements, both audited and not audited, and listings of individual portfolio companies and their values submitted by the fund managers. In addition, Ennis Knupp + Associates conducted telephone interviews with 50 of the 54 general partnership firms in Exhibit One to clarify and to authenticate the partner’s valuation methodologies.1 On the basis of this examination, and of our conversations with the general partners, Ennis Knupp + Associates believes the values shown in Exhibit One fairly and accurately reflect the fair market value of the Bureau’s investment holdings in these partnerships on the date of the valuation. 1 See our introduction in Section Five for an explanation of the firms with whom no telephone interview was conducted. Ennis Knupp + Associates 2.1 EXHIBIT ONE – SUMMARY OF INVESTMENTS (This page intentionally left blank) Ennis Knupp + Associates 2.2 EXHIBIT ONE – SUMMARY OF INVESTMENTS Exhibit One Ohio Bureau of Workers' Compensation Private Equity Funds Market Value of Bureau's Holdings - March 31, 2005 Number Firm Name Fund Name City Original Date Funded Market Value of Bureau's Holdings 1 ABRY Partners ABRY Mezzanine Partners, LP Boston Mar-02 $ 2,920,448 2 ABS Capital Partners ABS Capital Partners IV, LP Baltimore May-01$ 11,217,539 3 ABS Capital Partners ABS Capital Partners V, LP Baltimore No capital called as of 3/31/05 0 4 Adams Street Partners Adams Street V, LP Chicago Aug-03$ 2,657,871 5 Adena Ventures Adena Ventures, LP Athens May-02$ 275,000 6 Apex Venture Partners Apex Investment Fund V, LP Chicago Mar-03$ 5,165,214 7 Ascend Venture Group Ascend Ventures II, LP New York City Dec-04$ 403,626 8 Ascend Venture Group Ascend Ventures, LP New York City Feb-02$ 3,504,926 9 Athenian Venture Partners Athenian Venture Partners II, LP Athens Nov-01$ 5,920,575 10 Athenian Venture Partners Athenian Venture Partners III, LP Athens Dec-04$ 833 11 Athenian Venture Partners AVP Ohio Technology I, LP Athens Jun-03$ 2,130,232 12 Athenian Venture Partners AVP Technology II, LP Athens Aug-03$ 1,575,437 13 Axxon Capital Advisors Axxon Capital, LP Boston Feb-01 0 14 Babson Capital Management, LLC Tower Square Capital Partners, LP Boston Jun-03$ 6,446,782 15 Behrman Capital Behrman Capital III, LP New York City Feb-01$ 10,593,781 16 Blue Chip Venture Company Blue Chip IV, LP Cincinnati Dec-00$ 10,505,063 17 Blue Point Capital Partners Blue Point Capital Partners, LP Cleveland Sep-01$ 7,310,725 18 Brantley Partners Brantley Partners IV, LP Beachwood Feb-01$ 15,379,038 19 Buerk, Dale & Victor Northwest Opportunity Fund, LP Seattle Aug-02$ 5,991,518 20 Carlyle Group Carlyle Partners III, LP Washington D.C Dec-00 $ 13,436,280 21 Carlyle Group Carlyle Partners IV, LP Washington D.C No capital called as of 3/31/05 0 22 Carlyle Group Carlyle Venture Partners II, LP Washington D.C Apr-01 $ 10,681,083 23 Castle Harlan Inc. Castle Harlan Partners IV, LP New York City May-02$ 4,220,301 24 Charter Life Sciences Charter Life Sciences, LP Palo Alto Jul-04$ 199,708 25 Draper Triangle Ventures Draper Triangle Ventures II, LP Pittsburgh Oct-04$ 229,958 26 Early Stage Partners Early Stage Partners, LP Cleveland Jul-02$ 4,472,840 27 EDF Ventures EDF Ventures III, LP Ann-Arbor Jul-04$ 1,042,855 28 Edgewater Funds Edgewater Growth Capital Partners, LP Cleveland Mar-02$ 7,066,078 29 Edgewater Funds Edgewater Growth Capital Partners II, LP Cleveland No capital called as of 3/31/05 0 30 Edison Venture Fund Edison Venture Fund V, LP Lawrenceville May-02$ 6,817,201 31 Fort Washington Capital Partners Fort Washington Private Equity Investors III, LP Cincinnati Jun-01$ 8,895,364 32 Fort Washington Capital Partners Fort Washington Private Equity Investors IV, LP Cincinnati No capital called as of 3/31/05 0 33 Freeman Spogli & Co. FS Equity Partners V, LP Los Angeles Dec-03$ 2,566,096 34 Fremont Partners Fremont Partners III, LP San Francisco Jan-02$ 3,239,537 35 Halpern, Denney & Co. Halpern Denny Fund III, LP Boston Dec-00$ 11,474,001 36 Harbourvest Partners HarbourVest Partners VII - Buyout Partnership Fund, LP Boston Mar-03$ 1,370,655 37 Harbourvest Partners HarbourVest Partners VII - Venture Partnership Fund, LP Boston Mar-03$ 1,862,560 38 INVESCO Private Capital Chancellor V, LP New York City Dec-01$ 7,189,090 39 INVESCO Private Capital INVESCO US Buyout & Expansion Capital Fund III, LP New York City Dec-01$ 3,751,445 40 INVESCO Private Capital INVESCO Venture Partnership Fund III, LP New York City Jun-01$ 4,454,024 41 Kirtland Capital Corporation Kirtland Capital Partners IV, LP Beachwood May-03$ 528,936 42 Levine Leichtman Capital Partners Levine Leichtman Capital Partners III, LP Beverly Hills Oct-02$ 1,940,000 43 Lexington Partners Lexington Capital Partners V, LP New York City Feb-02$ 13,195,434 44 MCM Capital Partners MCM Capital Partners II, LP Cleveland Jun-04$ 492,460 45 Meritage Private Equity Funds Meritage Private Equity II, LP Denver Aug-01$ 5,224,733 46 Meritech Capital Partners Meritech Capital Partners II, LP Palo Alto Dec-00$ 5,129,294 47 MK Capital Management MK Capital, LP Northbrook Oct-03$ 1,713,288 48 MWV Pinnacle Management Co.
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