Integrated. Collaborative. Focused. Annual Review 2016 1 About Cinven Cinven is a leading Contents 4 Foreword About Cinven 6 2016 at a glance international 10 Our approach firm with 67 investment 18 2016 key developments professionals and 132 staff 36 Our investments across offices in London, 60 Our investors 62 Our governance Paris, Madrid, Frankfurt, Luxembourg, Milan, Guernsey, Hong Kong and New York.

With a track record spanning more than 40 years, our focus is on delivering attractive returns to our investors by increasing the value of the companies in which we invest. We achieve this by identifying compelling opportunities and partnering with management to grow and transform good-quality companies into domestic or international leaders that are highly attractive to buyers on exit. Our fully integrated model that draws on sector, regional, portfolio and capital markets expertise ensures that, throughout the investment lifecycle, our approach is consistent, creative and collaborative.

‘Cinven’ means, as the context requires, Cinven Group Limited, Cinven Partners LLP, Cinven (Luxco1) S.A. and their respective Associates (as defined in the Companies Act 2006) and/or funds managed or advised by any of the foregoing. Cinven seeks to acquire control stakes About Cinven How do we invest? in market-leading, cash-generative companies with defensive traits, Since 1988, Cinven funds Cinven in numbers have invested in high growth potential and strong management teams. We typically make equity investments in excess 12 0 of €100 million in companies with companies and realised proceeds of enterprise values of more than 1 €300 million. c. €34bn During our holding period, our including nearly goal is to at least double the invested 1 capital of our investors and the millions €7bn of beneficiaries they represent. realised since the start of 2016.

At the end of 2016, Cinven had

The main source of returns for €15.5bn How do we in . Cinven funds is the increased create value? profitability of our investments; only a relatively small component of our returns is derived from multiple expansion, reducing debt and refinancing. More than two thirds of our returns are attributable to increased revenue growth through the organic development of the business. We see this as a long-term, sustainable approach to creating value in the companies we back. The remaining third of the gain comes from implementing operational initiatives such as introducing efficiencies and best practices.

1 As at the date of publication – November 2017

2 Cinven | Annual Review 2016 As I reflect on Cinven’s activities during difficult capital markets and the risk of We also invested in five ‘calling the bottom’ too soon – like 2002 companies with very attractive return Foreword 2016, my first full year as Managing and 2009. It is never ‘just right’ and it is profiles based on our growth strategies: Partner, I recognise what we have never easy. UK-based consumer finance provider, achieved in the context of our 40 year Our view is that to invest NewDay; Poland’s largest online effectively through different cycles and marketplace, Allegro; Spanish property track record of investing and realising environments requires an integrated, valuation service provider, Tinsa; Spanish value for our investors. and aligned partnership approach; one travel services specialist, Hotelbeds; and that is focused on driving value at the clinical trials company, Bioclinica, based operational level of the business, not just in the US with ambitions to further in the boardroom. We partner with our expand its European operations. Each management teams both in the C-suite of these investments was targeted by and throughout the broader organisation a Cinven sector or regional team and and leverage the skills of our sector, evidences our integrated approach to regional, Portfolio and Capital Markets converting a target company into a teams with one aligned goal in mind: Cinven investment. driving revenue growth in each of our Over the course of 2016, we portfolio companies. We can and will also completed the fundraise of the Sixth adapt our strategy through cycles, albeit Cinven Fund, which was raised in four At our inception in 1977, we were investing the goal remains the same: targeting months and heavily oversubscribed. a small pool of evergreen capital in the and investing in high-quality, growth We welcomed a number of new investors UK, solely on behalf of the British Coal companies where we can accelerate into our diverse investor base, and are miners’ pension funds; today we growth using an array of tools, ranging very proud of the support of more than are investing our sixth, €7 billion fund from ‘buy and build’ to channel 90% of our existing investors who have on behalf of more than 200 clients development to technology-enablement benefitted from the longevity of our track worldwide. We have invested throughout to internationalisation. While no strategy record and their partnership with Cinven. multiple cycles with consistency. If you is immune to changes in the economic We deeply value the relationships we were an investor with Cinven at its environment, ours is insulated, and that is have built with our investors; they are inception, you would have the benefit of evidenced by our consistent returns. founded on principles of trust, a return that significantly and consistantly During 2016, we took advantage transparency, a responsible approach outperformed public equities year-after- of the market environment to crystallise to investing, and, of course, our returns. year based on our long history of returns for our investors through 13 Finally, none of this could be European investing acumen and full and partial realisations. Highlights possible without an exceptional team. I experience. 2016 was no exception include the sales of Prezioso, our French inherited the leadership of an exceptional to this trend. headquartered oil services business group of people when I became Stuart McAlpine The backdrop for Cinven in 2016 to Altrad; HEG, the European hosting Managing Partner. A large part of my role Managing Partner was a robust and high-priced market business we built, to GoDaddy; Avio is to continue to support the development environment riddled with geopolitical Space to Space2 and Leonardo- of the existing group of professionals threats and elections in Europe and in the Finmeccanica; and SLV, the German while also attracting and integrating the US. However, this is business as usual for lighting business, to Ardian. Additionally, best and brightest talent in the market us; every year I can remember has had we listed Medpace, the US-based who will build on Cinven’s 40 year track different macro issues, different risks and contract research organisation, on record in the years to come. I look forward uncertainties. Environments we have NASDAQ. Since the beginning of to the coming year, the challenges it will experienced range from high-priced 2016, we have returned c. €6.6 billion bring and am confident Cinven will equity markets with readily available to our investors1. continue to build on its long history of leverage and the looming potential of a investing success. downturn – like 2007 – to low growth markets, with low earnings visibility, Stuart McAlpine Managing Partner

4 Cinven | Annual Review 2016 1 As at the date of publication – November 2017 In a highly active 2016, Cinven delivered 2016 at a glance excellent performance for our investors. We deployed more than €1.5 billion into five new investments and a number of add-on acquisitions. In total, more than 50 add-ons were completed during 2016. We returned more than €3 billion to investors through sales to strategic and financial buyers alone, together with further proceeds from a number of partial realisations.

New investments Tinsa Hotelbeds Group Bioclinica NewDay Allegro

Property valuation, analysis A leading independent Specialty provider of A leading consumer finance A leading online marketplace and real estate advisory business-to-business technology-enabled services provider focused on the UK in Poland. Consumer and service provider in Spain bedbank, offering hotel to clinical trials and pharma credit card market. TMT sector teams. and Latin America. rooms to the travel industry. companies with offices in Financial Services team. Business Services Business Services the US, Europe and Asia. and Iberian teams. and Iberian teams. Healthcare team.

6 Cinven | Annual Review 2016 Avio Space HEG 2016 at a glance Propulsion

Following the sale of Avio’s Hosting and domain services aviation business in 2013, business sold to GoDaddy. Avio Space Propulsion was sold to Space2 and Leonardo-Finmeccanica. Prezioso

Coor

Significant add-on ERGO Italia Visma Exit highlights Insulation and scaffolding acquisitions services business sold to Altrad. Sold remaining stake in listed Coor Group, a leading facilities management S LV provider in the Nordics.

Commenced consolidation Norway-based business of the Italian services software company market through acquisition Visma made 23 acquisitions of Old Mutual Wealth Italy. in 2016. TMT team. Italian and Financial Services teams. Specialty lighting business sold to Ardian. Synlab

Following the creation of a pan-European clinical laboratories business through the merger of Labco and synlab in 2015, the company made 34 acquisitions in 2016. French, German and Healthcare teams. 8 Cinven | Annual Review 2016 Cinven originates investment Our approach opportunities through a matrix of sector Our investment matrix and regional coverage teams across Europe and the United States working together. The sector and regional coverage teams systematically screen their various subsectors and regions for potential investment opportunities. Pre-identified investment themes enable the teams to develop expertise and drive growth in targeted subsectors and companies. The objective of Cinven’s matrix approach is to bring a high level of expertise, knowledge and key contacts Sector expertise Regional presence Investment to investment opportunities in order opportunity to develop proprietary angles with management and/or vendors and thereby maximise Cinven’s funnel of attractive opportunities where there is a significant origination advantage. Cinven’s investment professionals, regardless of geographic location, Functional capabilities work together as one cohesive team, executing a proven and consistent investment strategy. This ‘one team’ culture is deliberately reinforced with Business Services Benelux cross-firm organisational structures. Consumer France Our functional specialists, the Financial Services Germany, Central & Emerging Europe Portfolio team in Europe, the US and Healthcare Iberia Asia and the Capital Markets team, Industrials Italy work closely with Cinven’s Sector teams TMT Nordics to implement Cinven’s value creation North America strategies, drive growth and protect UK & Ireland and preserve equity value.

Portfolio team Capital Markets team

10 Cinven | Annual Review 2016 We invest in six sectors: Our Regional teams are based in Our approach Business Services, Our Regional teams London, Frankfurt, Paris, Madrid, Milan Consumer, and New York, supported by Portfolio Our Sector teams Financial Services, team professionals in Hong Kong. Healthcare, Industrials and TMT.

Each of our six Sector teams consists of highly Each of our Regional teams consists of individuals experienced investment professionals with a deep that are drawn from, and deeply embedded in, their understanding of international trends and opportunities local markets. With an in-depth understanding and in their respective industries. knowledge of cultures and regulations, our Regional Our comprehensive sector knowledge enables teams provide insights into new investment and us to develop and fine-tune investment strategies, cross-border expansion opportunities, while also focusing on sub-sectors and business models with assisting portfolio companies with their domestic the highest growth potential. Our Sector teams work growth strategies. Our Regional teams, working in closely with our Regional teams to identify the right close collaboration with our Sector teams, are often opportunities and build relationships with management instrumental in identifying new investment targets. teams early on. Many of the investments we complete are months and often years in the making, ensuring that we can develop unique angles and start creating value from day one of our ownership.

Germany, Central Our Regional presence France & Emerging Europe Iberia Cinven team 16 nationalities

Business Services Italy Nordics North America UK & Ireland Consumer Financial Services 14 Healthcare languages spoken Industrials TMT

Current Cinven investments by headquarters of investment at 31 December 2016

12 Cinven | Annual Review 2016 Our Portfolio team comprises Our approach experienced individuals who provide in-house expertise to portfolio Our Portfolio team companies, with a focus on six main areas of expertise: internationalisation, Our functional expertise buy and build, digitisation, pricing, salesforce effectiveness and cash management. The team works in close collaboration with our Sector, Regional and Capital Markets teams to target opportunities pre-acquisition and Cinven’s thereafter ensure companies achieve Capability their full growth potential during Champions Cinven’s ownership.

Digitisation Our Portfolio team’s expertise is used throughout the lifecycle of an investment – from strategy development Internationalisation pre-deal through to exit preparation. Once we have acquired a business, our Portfolio team provides detailed input into a Value Creation Plan (VCP), which Buy and identifies value creation levers to accelerate growth build and provides a roadmap to achieve this. Over recent years, we have also developed Cash a forward-looking Key Performance Indicator (KPI) Cash management framework that includes operational, financial and environmental, social and governance (ESG) metrics to gain a clear understanding of how each business Sales force is performing and progressing. Monitored monthly, effectiveness this framework enables the team to act quickly to Pricing capitalise on successful initiatives as well as to implement corrective plans, should a business show signs of underperformance. Value creation potential is further underpinned by a process of VCP refresh, where necessary, to re- Portfolio company energise and refine growth plans several years into an investment. Our Portfolio team is also involved in exit planning, defining equity stories for potential new owners of the business and assisting in ensuring our companies are optimally positioned to achieve maximum value at exit.

14 Cinven | Annual Review 2016 Comprising senior, dedicated Cinven’s approach to ESG Our approach to ESG Our approach professionals, our Capital Markets team (Environmental, Social and is one of the longest established in the Governance) is underpinned by our Our Capital Markets team private equity industry. ESG core principles, our values and our commitments as a signatory to the Supporting our portfolio companies throughout the PRI. We have increasingly systematised investment period, our Capital Markets team acts as and codified our approach to ESG, a central point for management teams’ relationships integrating ESG into our processes with banks and other lenders. Using our deep and governance and working to do knowledge of debt capital markets, we secure appropriate and flexible acquisition finance when the same with our portfolio companies. we make our initial investment. Our Capital Markets team constantly reviews We believe good ESG management can both each company’s financing arrangements during our reduce risk and, in some instances, create opportunity. ownership. This ensures our portfolio companies Our experience working closely with our portfolio remain funded on the most competitive terms available companies on ESG matters is that an integrated, in the market, optimising their funding structures to collaborative and focused approach is essential to support organic and M&A led growth. Where necessary, delivering ESG benefits. Please see our ESG Review we also offer expert input to our companies’ Treasury for more information. functions, helping them manage areas such as foreign exchange and interest rate risk. In addition, the team is often involved in exit planning, arranging staple financing and supporting companies in the Environmental equity markets through the (IPO) process, where appropriate.

Social Governance

The Cinven Foundation is a vehicle for our firm’s Philanthropy charitable giving. It mainly supports education-related programmes by making substantial donations to a limited number of charities every year. Those receiving financial support from our Foundation in 2016 included: Impetus – The Private Equity Foundation; ThinkForward; 2nd Chance; IntoUniversity; and Place2Be. For more information, please see the Cinven website.

16 Cinven | Annual Review 2016 Our Business Services sector Throughout 2016, our Sector team updates 2016 key Business services investments have had considerable developments Sector, Regional, Portfolio success over the years, with and Capital Markets teams investments such as the travel worked to source high- technology business Amadeus quality investments, create generating substantial returns for our investors. We look to replicate these value in our existing portfolio successes and we have a particular companies and secure focus on technology-enabled valuable exits for our investors business models.

and to the benefit of other Jorge Quemada Partner stakeholders. Supraj Rajagopalan Partner

In Hotelbeds, acquired in 2016 in collaboration with Portfolio in 2016 our Iberian team, we saw significant potential to draw on our experience of travel technology businesses to consolidate the fragmented global business-to- New business bedbank sector. In February 2017, we started Hotelbeds this process through Hotelbeds’ add-on acquisition Tinsa of US-based Tourico and of global bedbank company GTA, announced in April 2017. Current Working with our Iberian team, we also CPA Global acquired Tinsa, a Spanish property valuation specialist, Pronet a transaction followed by two add-on acquisitions in Latin America in 2016. Realised Together with our Capital Markets team, Coor we capitalised on robust equity markets in May 2016 Prezioso to sell the remainder of our publicly-listed shares EnServe in Nasdaq Stockholm-listed facilities management business Coor. The year also marked the successful exit of our investment in coatings, insulation and scaffolding business Prezioso through a sale to Altrad.

18 Cinven | Annual Review 2016 In the Consumer sector, we focus on Building on our track record of Sector team updates 2016 key investments in companies with strong Financial services investing in non-core subsidiaries developments brands that resonate with consumers, of large financial institutions as they are multi-channel and capitalise on the refocus on their core markets, in Sector team updates shift towards online purchasing. 2016, Cinven invested in Ergo Italia, a Consumer subsidiary of Munich Re. As with other Cinven investments in this subsector, Ergo Italia is set to benefit from the need for consolidation in European insurance markets. Cinven also signed the acquisition of UK consumer finance company, NewDay, during the year.

Peter Catterall Caspar Berendsen Partner Partner Maxim Crewe Peter Catterall Partner Partner Xavier Geismar Partner

Our investment in Kurt Geiger in 2015 demonstrated NewDay is a leading UK consumer finance company, Portfolio in 2016 this clearly, as an omni-channel UK shoe retailer with Portfolio in 2016 specialising in the near-prime and co-brands sectors multiple distribution channels and four sub-brands. of the UK credit card market. This acquisition In 2016, we worked in close collaboration with the demonstrates Cinven’s expertise in the Specialty New management and our Portfolio team to create and New Finance segment following our 2015 investment in UK Allegro implement a detailed Value Creation Plan, the results ERGO Italia specialty finance business Premium Credit, and our In conjunction with TMT team of which are already starting to be reflected in strong NewDay 2010 investment in aircraft leasing company Avolon. trading results and cash flow generation. Together with our Italian team, we also Current In 2016, as part of the joint Digital initiative Current acquired ERGO Italia, through which we will leverage Kurt Geiger with our TMT team, we acquired Polish online market Premium Credit our expertise in consolidating the life insurance market, place Allegro.The company has more than 20 million Viridium a highly replicable thesis for Cinven that began in the registered users. We will continue to work with the UK with life insurance consolidator Guardian Financial business to develop new channels, such as in mobile Realised Services and continues with life insurer Viridium in commerce, invest in the company’s IT platform and Avolon Germany. In line with this strategy, ERGO Italia acquired position it to capitalise on the rapid growth in Guardian Financial Old Mutual Wealth Italy in January 2017 and Eurovita, e-commerce in the Polish market. Services in August 2017. Just Group In 2016, we also fully realised our investments (formerly Partnership)* in Guardian Financial Services in a sale to a strategic *Partially realised buyer (Swiss Re), and an aircraft leasing business Avolon through an eventual sale to Shenzhen-listed Bohai Leasing (having listed the business on the NYSE in 2014). This year also saw proceeds from Viridium and Premium Credit.

20 Cinven | Annual Review 2016 In Healthcare, our investments are Cinven has been investing the Sector team updates 2016 key driven by the pursuit of sector themes Industrials Industrials sector for 25 years, and developments with a focus on pharmaceuticals our current portfolio is performing (including generics), pharmaceutical well. Cinven is focused on acquiring Sector team updates outsourcing, single-use medical businesses with strong management Healthcare devices and healthcare services. teams, market leadership, and exposure We are particularly focused on areas to growing end markets. The ongoing where reimbursement sources are economic recovery in Europe is creating robust and/or diversified and there attractive opportunities in our priority is potential for accelerated growth subsectors including Chemicals, through buy and build activity. building products and packaging.

Alex Leslie Caspar Berendsen Partner Partner Supraj Rajagopalan Xavier Geismar Partner Partner Pontus Pettersson Partner Bruno Schick Partner In 2016, we identified the opportunity to acquire Portfolio in 2016 US-based clinical trials and technology business Bioclinica as a result of our long-standing relationship with its experienced and high-quality management New team. Our investment in the business will leverage our Bioclinica experience with Medpace, a portfolio company in the adjacent contract research market that has seen strong Current In 2016, we successfully realised our investment in underlying growth since our initial investment in 2014. Portfolio in 2016 specialist lighting manufacturer SLV after working Medpace Our team worked with management and our Portfolio Synlab closely with our Portfolio team to re-energise the team to create a detailed VCP in 2016, which includes company’s growth plans. Under our ownership, the supporting the company in its international strategy, Current Realised company’s sales grew by 40% and profits increased go-to-market approach, and acquisition roadmap. CeramTec significantly, due to our support in streamlining AMCo* Together with our Capital Markets team, we Jost *Partially realised production and accelerating revenue growth through capitalised on strong equity markets to list clinical Tractel new product development. research organisation Medpace on the Nasdaq Global Buy and build is an important part of our Select Market in August 2016. Realised value creation strategy in Industrials. In 2016, we Avio supported Tractel, a specialist in safety equipment for S LV* those working at height, in its growth strategy as the *Realisation completed in 2017 business acquired US-based Safety Products Group. The acquisition broadens the company’s product range and diversifies its geographical exposure.

22 Cinven | Annual Review 2016 In the TMT sector, Cinven has Benelux Regional team updates In 2016, our team focused on supporting existing 2016 key successfully invested across a wide Benelux portfolio companies with their growth plans, including developments range of sub-sectors, from B2B media, Spanish property valuation business Tinsa, which made an add-on acquisition in the Netherlands cable and satellite through to financial that completed in 2017, and on building long-term Sector team updates / accounting software and managed relationships with local management teams. We expect TMT hosting businesses. the high volume of large corporate M&A in the Benelux to provide strong deal flow over the coming years as non-core businesses are divested in addition to the pipeline of quality secondary opportunities where Cinven can drive value creation beyond the Benelux region.

Caspar Berendsen David Barker Partner Partner Ben Osnabrug Chris Good Senior Principal Partner Karel Doorman Thomas Railhac Associate Partner

France In 2016, our French team completed the successful In 2016, we worked with our Consumer team to invest France sale of our investment in oil and gas maintenance Portfolio in 2016 in Polish online marketplace Allegro, where we see the company Prezioso to strategic acquiror Altrad Group. opportunity to increase the value of the business by Prezioso grew significantly under Cinven’s ownership implementing best-in-class operations and building given its relative resilience to volatile oil prices. We also New on Allegro’s unparalleled recognition among Polish completed the final sell-down of our investment Allegro* consumers. in cable operator Numericable. *In conjunction with Consumer team We assisted financial and accounting software Our team also assisted existing portfolio company Visma in the continuation of its buy and companies with their expansion strategies, including Current build strategy. In 2016 alone, it made 23 acquisitions, Tractel, which acquired US-based Safety Products Northgate bringing scale and additional capability through the Group. In addition, we laid the groundwork for our Ufinet consolidation of a highly-fragmented market. Visma also 2017 investment in chemicals group Chryso, where Visma successfully divested its business process outsourcing Portfolio in 2016 we had built a strong relationship with the seller over division in 2016. Realised Camaieu many years. We signed an agreement to realise our Numericable* HEG investment in hosting and domain services business Numericable Prezioso* HEG during 2016 through a sale to US strategic buyer Tractel GoDaddy. The sale completed in 2017. In 2016, we *Realised completed the final sell-down of our investment in cable operator Numericable. And finally, in conjunction with our Capital Nicolas Paulmier Other team Markets team, we recapitalised Ufinet while continuing Partner members Xavier Geismar Pierre Estrade the buy and build activity. Partner Julien Lammoglia Thomas Railhac David Giroflier Partner Olivier Cassat Jason Diaz Samy Jazaerli 24 Cinven | Annual Review 2016 Germany, Central and Emerging Europe Iberia Our Germany, Central and Emerging European team Regional team updates Our Iberian team had a strong 2016, with two new 2016 key had a busy 2016, capitalising on the region’s sizeable Iberia investments added to the portfolio. In August, we developments private equity market that is characterised by a good acquired Spanish property valuation specialist Tinsa. mix of primary opportunities and secondary . Our relationship with the management team and in We made two significant realisations, the successful particular the CEO, Ignacio Martos – with whom Cinven Regional team updates exit of specialist lighting manufacturer SLV and the sale had worked previously through our investment in online Germany, Central and of hosting and domain services company HEG. Our travel business Amadeus – was a key factor in helping Emerging Europe high-performance ceramics manufacturer CeramTec us secure the investment. Throughout 2016, Tinsa completed an add-on acquisition in 2017, and we continued to capitalise on the recovery in the Spanish worked closely with the Healthcare team to identify and property market and from the double-digit growth in execute a series of acquisitions for clinical laboratories evidence in its key Latin American markets, where group Synlab. Together with our Iberian and Business Portfolio in 2016 Tinsa completed four acquisitions in 2016. Together Services teams, we were also instrumental in securing with our Benelux team, we also laid the groundwork the acquisition of global bedbank business Hotelbeds Tinsa for a significant add-on acquisition in the Netherlands, from German parent Tui. Hotelbeds building on our strategy to expand Tinsa’s European Ufinet presence. In September 2016 we acquired Hotelbeds, Portfolio in 2016 a global independent bedbank, following 18 months of preparation and leveraging the experience of our CeramTec investment in Amadeus. Our considerable work ahead Synlab of the formal sale of Hotelbeds enabled us to pre-empt S LV* an auction process and acquire the business off- Viridium market. We also announced a major add-on acquisition HEG* for Hotelbeds in 2016 – US-based Tourico. *Realised

Bruno Schick Other team Jorge Quemada Other team Partner members Partner members Thilo Sautter Jan-Nicolas Garbe Miguel Segura Javier Navarro- Partner Adam Prindis Principal Rubio Florian Luther Jan Schonfeld Ignacio Senior Principal Caspar Wahler Garcia-Altozano Julian Nahm Fesser Principal Jesus Garcia Gomez Associate

26 Cinven | Annual Review 2016 Italy Nordics Our Italian team worked alongside our Financial Regional team updates With robust macro-economic fundamentals, a deep 2016 key Services team to expand Italian insurance business Nordic region pool of export-oriented businesses, and particularly developments ERGO Italia, an investment announced in 2015 which developed healthcare and technology sectors, the completed in June 2016, and draws on our considerable Nordic region presents attractive opportunities for experience of consolidating the insurance market in Cinven. Our investment in enterprise software company Regional team updates the UK, through life insurance consolidator Guardian Visma demonstrates this well, as a regional champion Italy Financial Services, and in Germany, through life insurer at the forefront of the technological shift transforming Viridium. In 2016, ERGO Italia made good progress the global software sector. In 2016, Visma disposed on its life insurance consolidation strategy through of its business process outsourcing (BPO) division a sale of its non-life business and the acquisition and completed 23 add-on acquisitions, bringing the of Old Mutual Wealth Italy. We also announced the company’s total to 37 under Cinven’s ownership by sale of the space division of Avio to Space2 and Portfolio in 2016 the end of 2016. We also took the opportunity, together Leonardo-Finmeccanica in October 2016, which with our Capital Markets team, to realise the remainder completed in 2017. Coor* of our publicly listed shares in facilities management Visma group Coor, which listed on the Nasdaq Stockholm *Realised exchange in June 2015. Portfolio in 2016 Avio* ERGO Italia Pontus Other team *Realised Pettersson members Partner Tom Thomasson Anthony Cardona Eugenio Preve Other team Principal Senior Principal members Johan Andrea Bertolini Cecilia Colistra Pettersson Principal Letizia Bellucci Associate Massimiliano Mascolo Associate

28 Cinven | Annual Review 2016 UK & Ireland North America As Europe’s largest private equity market, the UK & Regional team updates With its deep pool of high-quality businesses, the 2016 key Ireland is an active region for investment, benefiting North America North American market offers compelling opportunities developments from a strong base of management teams with long for new investments and expansion opportunities experience of private equity-backed companies and for Cinven’s existing portfolio companies. Our North diverse opportunities across multiple sectors. Although Regional team updates American team complements the activities of Cinven’s several of our portfolio companies are headquartered UK & Ireland European teams. We identify new investments mainly in the UK, many operate international businesses. in the Healthcare and TMT sectors, often with existing While 2016 was characterised by a high degree significant European operations or with ambitions to of uncertainty in the run-up to, and following, the UK expand internationally, and we assist European portfolio Brexit referendum, our team continued to source high- companies with increasing their footprint in the North quality investment opportunities. We acquired credit American market. card business NewDay, which specialises in the under Portfolio in 2016 In 2016, we acquired Bioclinica, a global served near-prime segment and offers co-branded provider of clinical trial services and technology to credit cards for retailers such as Arcadia, Amazon, Bioclinica contract research organisations. The investment, Debenhams and House of Fraser. We continued to Medpace identified two years earlier, leverages our experience assist existing portfolio companies with their growth with contract research organisation Medpace, a Portfolio in 2016 and operational improvement plans, including shoe company we acquired in 2014, and our long-standing AMCo** retailer Kurt Geiger, where, alongside the Portfolio relationship with Bioclinica’s CEO. Following the CPA Global team, we developed a detailed Value Creation Plan. investment, we have worked with our Healthcare EnServe* As a leading retailer of luxury footwear in Europe, and Portfolio teams and management to develop Guardian Financial Kurt Geiger performed well following the referendum a detailed Value Creation Plan. Services* result, continuing to attract international customers Working with our Capital Markets team, we Just Group** and appealing to more affluent consumers that are also capitalised on strong public markets appetite to Kurt Geiger typically less sensitive to volatile macro-economic list Medpace on the Nasdaq Global Select Market in NewDay developments. August 2016 to provide a route to liquidity with further Northgate We also worked with the Capital Markets team upside potential. We opted not to sell any shares in Premium Credit to complete the merger of listed retirement solutions Medpace at IPO. * Realised provider Partnership with listed group Just Retirement In 2016, our North American team also ** Partially realised to form Just Group, and realised our investment in life assisted with the sale of hosting and domain services insurance consolidator Guardian Financial Services, business HEG to US strategic buyer GoDaddy. In which completed in January 2016. addition, we supported the expansion plans of a number of Cinven portfolio companies, including Hotelbeds, which announced the acquisition of US- based Tourico in 2016 and completed the investment David Barker Other UK Partner partners in 2017, and Tractel, which acquired Safety Products Peter Catterall Maxim Crewe Group in the US. Partner Chris Good Supraj Rajagopalan Partner Alex Leslie Other team Partner members Jonas Nilsson Daniel Garin Partner Philip Cathcart John Richardson Senior Principal Michael Korzinstone Senior Principal

30 Cinven | Annual Review 2016 During 2016, we continued to work 2016 key across the Cinven portfolio, helping developments to create detailed Value Creation Plans (VCPs) for our new investments, Portfolio team updates supporting existing portfolio companies in their organic and M&A growth plans and preparing our investments for sale.

Developed over the past few years, our VCPs provide Thilo Sautter a structured and rigorous framework within which we Partner can identify incremental value creation levers within Joseph Wan Partner our portfolio companies. Our VCPs provide a clear Immo Rupf roadmap for how management can develop the Partner business, improve performance, implement best Ivan Kwok Partner practices and accelerate growth. The roadmap is Pete Blakeney translated into detailed quarterly actions plans, Executive Tony Ling supplemented by the support our team can offer Executive across six key areas of functional capabilities: internationalisation, buy and build, digitisation, pricing, salesforce effectiveness and cash management. In 2016, we created VCPs for Synlab, Hotelbeds, Allegro and Kurt Geiger. We also worked closely with a number of our portfolio companies through our VCP refresh framework to re-energise their growth plans. In 2015, we started implementing an enhanced monitoring system, using financial and operational metrics that we review monthly along with ESG KPIs, which are reviewed quarterly. These comprehensive metrics, which include forward-looking data, were drawn up with input and agreement across the whole Cinven partnership. Our efforts started to pay off in 2016 as we were able to identify any areas of underperformance at a much earlier stage and act quickly to address any issues.

32 Cinven | Annual Review 2016 Our team was highly active in 2016. Capital Markets team 2016 key In total, we implemented c. €6 billion activity in 2016 developments equivalent of debt and equity capital markets transactions across a diverse Financing Capital Markets range of financing options to provide Debt capital markets new investments team updates acquisition finance and funding for Allegro growth. Bioclinica Hotelbeds Financing NewDay acquisitions Tinsa

Matthew Sabben-Clare ERGO Italia Partner Hotelbeds Soren Christensen Optimising Partner Synlab Christopher Anderson Viridium financial structure Managing Director Ufinet HEG CPA Global We capitalised on the continued strong demand among Premium Credit lenders and debt capital markets for exposure to high- Synlab quality credits in 2016 to secure attractive refinancing Ufinet deals for a number of our companies. These serve to Viridium lower our portfolio companies’ cost of debt and provide Supporting exits greater headroom for expansion or an unforeseen change in economic conditions through the negotiation Avio of more flexible financial covenant terms. HEG Our capital markets experience and breadth S LV of our networks with funding sources allow us to source the right, flexible financing arrangements on the best terms available for our portfolio companies. For our investment in Spanish property valuation specialist Tinsa, for example, we arranged a club deal with local banks totalling €115 million, while in larger situations, such as our refinancing of Synlab in 2016, Equity capital markets we tapped demand in the high-yield bond markets to secure €940 million, saving the company around IPOs, final sell-downs €10 million in annual interest payments. In Poland, we and mergers arranged a €1.2 billion loan in zloty for our acquisition of online marketplace Allegro, securing an innovative Altice junior debt package. Coor In equity capital markets, we took advantage Just Group of strong growth in our contract research business, Medpace Medpace, to list the company on the Nasdaq Global Select Market. In August 2016, we also successfully merged listed retirement product group Partnership with London Stock Exchange-listed Just Retirement. In addition, we sold down our remaining shares in facilities management company Coor, following its 34 Cinven | Annual Review 2016 IPO on Nasdaq Stockholm in 2015. Our investments

Business Services CPA Global 37 Business Services Hotelbeds Group 38 Pronet 39 Tinsa 40

Intellectual property management Consumer Kurt Geiger 41 software, services, information and analytics www.cpaglobal.com

Acquired Financial Services Ergo 42 NewDay 43 March 2012 Premium Credit 44 HQ Viridium 45 Jersey (global operations) Healthcare Bioclinica 46 Medpace 47 Synlab 48 How we are creating value Developments in 2016 Our Business Services and CPA continued to perform Industrials CeramTec 49 TMT teams identified CPA Global (“CPA”) strongly throughout 2016. Following the Jost 50 as having a fundamentally attractive 2015 acquisition of US-based patent and S LV 51 business model with high revenue and analytics business Innography, Cinven Tractel 52 earnings visibility due to its large stock has supported CPA’s post-merger of patents that require annual renewal. integration workstreams, and this part of It operates in a defensive niche, given the business continued its strong growth TMT Allegro 53 HEG 54 the business-critical nature of the trajectory in 2016. Northgate 55 protection of clients’ intellectual property. After the promotion of Simon Ufinet 56 Our investment in CPA capitalises on Webster to CEO in 2015 (previously Chief Visma 57 our experience in software-led global Business Development Officer and Chief business Amadeus, which was a highly Operating Officer of CPA), management successful Cinven investment. was further strengthened in June 2016, with the appointment of Ben Gujral as CFO (over 12 years’ CFO experience in PE and listed businesses).

36 Cinven | Annual Review 2016 Our investments

Business Services

Global travel services Security alarms and systems www.group.hotelbeds.com www.pronet.com.tr

Acquired Acquired September 2016 August 2012

HQ HQ Spain Turkey (global operations)

How we are creating value Developments in 2016 How we are creating value Developments in 2016 Cinven has significant Capitalising on our knowledge Pronet is the leading Turkish Pronet improved a number of experience in the travel technology of the online travel services sub-sector, provider of monitored security alarms key metrics in 2016 driven by Cinven and business through its successful our Business Services, TMT and Iberian serving residential and commercial management’s focus on higher quality investment in Amadeus, a company teams identified an opportunity in 2015 customers, an underpenetrated market subscribers. also headquartered in Spain that to acquire Hotelbeds Group, a leading compared with the rest of Europe. These achievements were made has become the leading provider of independent B2B hotel bedbank globally. Partnering with Pronet’s founder and despite the unfavorable environment that advanced technology solutions for the Working for 18 months to secure the leadership team, Cinven is helping to prevailed throughout the year in Turkey global travel industry. Hotelbeds Group investment, we signed the acquisition in introduce international best practices – the unsuccessful coup attempt in July is positioned in an adjacent market, 2016 as management’s preferred partner to bring operational efficiencies and weakened the consumer environment, offering hotel rooms to the travel to support Hotelbeds Group in its next improvements to internal procedures, while the sharp depreciation of the industry from its inventory of 120,000 phase of growth. controls and systems. Turkish lira placed pressure on new hotels in more than 180 countries, The company has made a Our Portfolio team has worked sales at Pronet as the company prices plus ancillary services such as transfers strong start under our ownership. closely with a strengthened management its alarms in US dollars. and excursions. We believe the business team to implement new KPIs, which has significant scope to benefit from have led to a more professionalised global growth, capitalising on the shift salesforce. The team has also helped from offline to online bookings. attract a more loyal customer base and supported investment in aftersales and improved customer service capabilities. These initiatives have already improved customer sales and retention and the company has won several global customer service awards.

38 Cinven | Annual Review 2016 Our investments

Business Services Consumer

Property valuation specialist Footwear and accessories retailer www.tinsa.es/en www.kurtgeiger.com

Acquired Acquired August 2016 February 2016

HQ HQ Spain UK (with Latin American operations)

How we are creating value Developments in 2016 How we are creating value Developments in 2016 A leading real estate appraisal Following completion of our Kurt Geiger is a leading UK Kurt Geiger has performed company in Spain and Latin America, acquisition of Tinsa in August 2016, footwear and accessories retailer and strongly since we acquired the Tinsa is an attractive opportunity for the business continued to perform one of the largest retailers of luxury business in February 2016, with Cinven. Our Business Services and well. With new regulations announced footwear in Europe. It has a diversified revenue growth driven by Iberian teams work closely to target by the Bank of Spain in late 2016 that portfolio of footwear brands (own and outperformance in e-commerce growing, cash-generative businesses increases appraisal requirement for third party) across a range of price and luxury department stores. that provide business-critical services financial institutions, we anticipate points, sold through multiple routes to Following the acquisition, embedded within their clients’ existing further volume growth for 2017. market including online (own sites and Cinven appointed Peter Bolliger businesses, and Tinsa is a perfect fit With Cinven’s support, Tinsa partner sites), department stores, own as Chairman and has supported for this profile. made two acquisitions in 2016: Bancol, stores, international franchise stores a number of other new hires, Working with management, a valuation services provider in and wholesale accounts. The own including omni-channel, international, Cinven’s strategy for Tinsa is to Colombia; and Logical Value in Ecuador. brands (Kurt Geiger, Carvela and own brand supply chain, operations, continue expanding the business We also reached advanced discussions MissKG) have very strong brand logistics and project management internationally, implement operational on a number of other add-on acquisition equity with significant further potential, positions. improvements and lead and accelerate opportunities. including in new categories and During 2016, our Consumer the industry’s professionalisation geographies. The business is well- and Portfolio teams worked with through IT development. placed to benefit from the continued management to create and implement shift to online purchasing and from a detailed VCP. further international expansion, as well as selected opportunities for consolidation of adjacent brands or footwear businesses.

40 Cinven | Annual Review 2016 Our investments

Financial Services

Specialty finance provider www.newday.co.uk Italian life insurance consolidator www.ergoprevidenza.it

Acquired Acquired June 2016 January 2017

HQ HQ Italy UK

How we are creating value Developments in 2016 How we are creating value enhance credit management, improve Following a similar strategy to In June 2016, we acquired NewDay presents a compelling operational leverage and accelerate that we employed when consolidating ERGO Italia, a transaction we signed investment opportunity as a leading UK the development of digital capabilities life insurance businesses in the UK, in November 2015. Two months after consumer finance company, specialising across the business. through Guardian Financial Services completion, ERGO Italia announced in the near-prime and co-brands sectors and in Germany, through Viridium, our the acquisition of unit-linked life of the UK credit card market. Developments in 2016 Financial Services and Italian teams insurance business, Old Mutual NewDay is an FCA authorized Following a review of the identified the opportunity to create a Wealth Italy (OMWI), which completed in consumer credit firm and has developed UK’s speciality finance sector and leading Italian life insurance consolidator. January 2017. The acquisition generates innovative products and features to our successful acquisition of Premium Having created a detailed substantial financial, commercial and better meet the needs of both (i) its Credit, we signed an agreement to VCP during due diligence, our Financial operational synergies and diversifies customers, by responsibly offering acquire NewDay in October 2016, Services and Italian teams made ERGO Italia’s product portfolio. them the right credit services and (ii) completing the transaction in good progress throughout 2016 with Cinven has also significantly its partners, by providing innovative January 2017. management in strengthening the strengthened the management team digital capabilities and data analytics Our Financial Services team team in readiness for add-on acquisition to lead ERGO Italia as a stand-alone opportunities. NewDay’s proprietary identified NewDay as one of the UK’s activity. We have identified a list of business following its carve-out from credit models draw upon customer and fastest growing specialty finance potential acquisitions and aim to German insurer ERGO International. market data that have been gathered companies, operating in the attractive generate significant synergies through In 2016, we appointed a new Chairman, over more than 15 years of lending niche of providing credit cards to further consolidation, while helping to CFO, Head of Commercial and through all phases of the credit cycle. near-prime customers (those who focus the product portfolio on fewer, Operations and Head of Organisation, Leveraging our significant are new to credit cards or who wish to higher margin products. IT and Human Resources as well as experience in the Financial Services rebuild their credit history) and co-brand bringing in a new CEO, Erik Stattin, sector, we are working with NewDay’s store and credit cards for a number of formerly at Oliver Wyman, Poste Vita management team to further established retailers, such as Debenhams, and Intesa Sanpaolo Vita. expand the near-prime and co- Amazon, TUI and House of Fraser. brand segments, while helping to 42 Cinven | Annual Review 2016 Our investments

Financial Services (formerly Heidelberger Leben Group)

Life insurance consolidation www.viridium-gruppe.com/en/ Software outsourcing and IT services www.premiumcredit.co.uk

Acquired Acquired February 2015 March 2014

HQ HQ UK Germany

How we are creating value company to optimise and further derisk How we are creating value Developments in 2016 Our Financial Services team its funding structure by diversifying Drawing on our experience Viridium continued to perform identified Premium Credit as an financing sources and extending of consolidating the UK life insurance strongly in 2016. Formerly known as attractive investment opportunity in the debt maturities. sector through our investment in Heidelberger Leben Group, the company specialty finance sector as far back as Guardian Financial Services, our was renamed Viridium in 2016 to 2012. Offering consumers and small- Developments in 2016 Financial Services team recognised the establish a separate identity for the and medium-sized companies the Building on a solid first year opportunity to replicate our successful consolidation platform (the underlying ability to spread the cost of insurance under Cinven’s ownership, Premium strategy in the German market. Shortly insurance companies retained their premiums and providing finance to fund Credit continued to trade well in 2016. after acquiring Heidelberger Leben existing names and brands). The sale items such as professional fees, the The effect of Brexit on the company has Group in 2014, we supported the of Skandia Austria to FWU, signed in company enjoys high barriers to entry, been limited, although the weakness of company in its acquisition of Skandia’s August 2015, also completed in 2016, sticky distribution, low credit losses and sterling led to significant outperformance German and Austrian businesses. following customary regulatory strong cash generation. of its Ireland operations, which are Since then, Cinven approvals, enabling Viridium to focus Since 2015, our teams have denominated in Euros. has supported the company by its activities on the German market. supported the business through a wide Cinven continued to strengthen strengthening the management range of value creation initiatives. The the management team in 2016. In team, identifying further acquisition Portfolio team has helped identify and January, this led to the appointment opportunities, improving customer implement operational efficiencies, of Tom Woolgrove as CEO, who had retention and implementing changes generating significant cost savings and previously led the Personal Lines to the asset management strategy. has worked to upgrade Premium Credit’s business unit of Direct Line Group. IT system, which now provides a new, In October, Mark Dearnley joined more modern platform that will support as CIO. These senior hires follow further growth initiatives. Additionally, our the appointments of a new CFO Capital Markets team has assisted the and Chairman in 2015.

44 Cinven | Annual Review 2016 Our investments

Healthcare

Contract organisation research www.medpace.com Technology-enabled services to clinical trials and pharmaceutical companies www.bioclinica.com

Acquired Acquired October 2016 April 2014

HQ HQ US US (global operations) (global operations)

How we are creating value Developments in 2016 How we are creating value Cinven has worked closely Operating across offices in Leveraging our experience Medpace is a global contract with the company’s management team the US, Europe and Asia, Bioclinica in Medpace, a contract research research organisation, providing building on its strategic plans to increase has a diverse customer base, with organisation that we acquired in 2014, management services to the research market share in existing therapeutic more than 400 clients, including the our Healthcare team had identified and development (‘R&D’) departments areas and in later stage trials. We are top 20 pharmaceutical and Bioclinica, a specialty provider of of pharma, biotech and medical device also supporting the expansion into new biotechnology companies. Cinven technology-enabled services to clinical clients to help plan and oversee their therapeutic areas, such as anti-viral and seeks to capitalise on the trend towards trials, as an attractive opportunity nearly clinical trials. Medpace occupies an oncology, to diversify Medpace’s service increased outsourcing by trial sponsors two years prior to our investment in attractive space in the contract research offering. This is helping to enhance its seeking to reduce the costs of clinical 2016. As a result of our understanding organisation sub-sector. It focuses on sales and business development to win trials as well as shorten timescales of the sub-sector and our long-standing small to mid-sized pharma and biotech further market share. and improve efficiencies through new relationship with the CEO, we were companies, a segment where the technologies and services. able to pre-empt and execute the outlook for R&D spending is particularly Developments in 2016 Our Healthcare and Portfolio investment quickly. positive. Headquartered in the US, it has Medpace continued to teams have worked closely with significant operations in Europe, where perform strongly in 2016. The company’s management to develop and refine c. 40% of its clinical team is based. robust track record of growth under Bioclinica’s strategy and VCP. our ownership enabled us to list the business on the Nasdaq Global Select Market in August 2016 as a path to liquidity with further upside potential.

46 Cinven | Annual Review 2016 Our investments

Healthcare Industrials

Medical diagnostic laboratories group Manufacturer of www.synlab.com high-performance ceramics www.ceramtec.com

Acquired Acquired August 2015/ August 2013

October 2015 HQ HQ Germany Germany (global operations) (European operations)

How we are creating value Developments in 2016 How we are creating value supervisory board consisting of highly Cinven created a pan-European Synlab continued to perform CeramTec is a leading global experienced individuals to support clinical laboratories business through strongly throughout 2016. Created manufacturer of high-performance CeramTec’s expansion. the merger of Labco and synlab in 2015. through the merger of synlab and ceramics for medical, automotive, The merged entity, operating across Labco in 2015, Cinven and management industrial and electronic applications. Developments in 2016 35 countries, offers a highly diversified focused on integrating the two Using our Industrial team’s expertise, After increasing momentum range of services with strong market companies throughout 2016, with the and the Portfolio team’s capabilities, in the second half of 2016, CeramTec’s positions in each of the core European merged company meeting or exceeding our aim is to accelerate CeramTec’s order intake rose strongly by the markets. At the time of the merger 2016 synergy targets across several growth globally through expansion into fourth quarter. In March 2016, Synlab performed more than 400 million metrics. emerging markets; investing further Cinven strengthened the company’s tests for nearly 50 million patients. in R&D to create new products; and management team with the appointment Building on our track record of identifying add-on acquisitions in the of Henri Steinmetz as CEO, an executive investments in diagnostics businesses fragmented ceramics and materials with extensive experience of the Phadia and Sebia, our Healthcare industries. CeramTec has a compelling chemicals industry, with the previous team identified the opportunity to innovation pipeline and has developed CEO remaining as a member of the consolidate the highly fragmented approximately 50 new materials and company’s supervisory board. European laboratory diagnostics 150 substantially modified materials Our Industrials, German and market and worked closely with our over recent years, often directly in Portfolio teams worked extensively with French and German teams over a response to customer demand. the management team to create and period of 12 months to develop the Since our 2013 investment, implement a refreshed VCP during 2016. consolidation strategy. Cinven has significantly augmented CeramTec’s management team, including the appointment of a new CEO, CFO and Head of Medical. We have also assembled a professional 48 Cinven | Annual Review 2016 Our investments

Industrials

Residential and technical lighting product specialist Truck component manufacturer www.slv.de www.jost-world.com

Acquired Acquired August 2008 May 2011

HQ HQ Germany Germany (global operations) (global operations)

Investment Summary We have made significant Investment Summary acquisitions, along with organic growth in JOST is a leading manufacturer progress on our original strategy for SLV grew significantly under existing and new markets across Europe and assembler of components for the JOST, making improvements to the Cinven’s ownership. Demonstrating and the Middle East. We also helped to articulated truck and trailer industry and company’s operations and financial clearly the effectiveness of our support lay the groundwork for future expansion is considered by clients as the standard- systems, growing its market position throughout a portfolio company’s into the US market. In anticipation of the setter in quality, safety and innovation. and expanding into underpenetrated, investment lifecycle, SLV’s performance sale, our Portfolio team helped to devise Cinven has supported the company high-growth markets such as China, was particularly strong following a VCP a value creation roadmap outlining future through a difficult period following the India and Eastern Europe. We have also refresh exercise that started in 2014 and expansion and development potential collapse of Lehman Brothers in 2008, assisted with the execution of M&A was led by our German and Portfolio for the business for potential buyers, an given the material impact the financial transactions, including the acquisition teams and the company’s management. initiative that directly contributed to our crisis had on lease financing markets, of Mercedes-Benz TrailerAxleSystems, We supported the strengthening successful realisation. which underpin the trucking industry. which led to JOST becoming one of the management team across C-suite, In January 2017, Cinven Together with management, Cinven has of the largest European trailer axle corporate and regional levels, including successfully sold SLV to Ardian. worked to protect and preserve value manufacturers. the appointment of a new CEO and CSO, through a series of rigorous and wide- In July 2017, Cinven completed four new corporate-level heads, along ranging initiatives, including restructuring the private placement of JOST on the with new managers across the US, Asia the business to weather the economic Frankfurt Stock Exchange. The Fourth and Europe. We helped identify and downturn, implementing cost savings Cinven Fund continues to hold a nominal implement initiatives to improve sourcing and renegotiating financing agreements. stake in the business. and innovation, leading to the addition of nearly 1,000 products in 2015 alone, and we helped create a new pricing strategy. Expansion was achieved through three

50 Cinven | Annual Review 2016 Our investments

Industrials TMT

Manufacturer of working-at-height Online marketplace equipment www.allegro.pl www.tractel.com Acquired Acquired October 2015 January 2017 (Signed in 2016) HQ Luxembourg HQ (global operations) Poland

How we are creating value are sold through distributors. In addition, How we are creating value Developments in 2016 As the leading player in the we have identified potential M&A targets We believe Allegro has strong Cinven signed the acquisition global market for working-at-height in other markets to create a player of growth potential and we have already of Allegro in 2016 (completed January equipment, Tractel operates in an larger scale across a diverse range of put in place robust plans, along with 2017). Allegro has a strong position in attractive niche identified by our geographies. the management team, to support the the growing Polish e-commerce market Industrials and French teams. The business in its organic growth strategy. and is well positioned to capitalise company has strong cash generation Developments in 2016 The focal point of our strategy is the on the increasing shift towards online and is well positioned to capitalise on With Cinven’s assistance, customer centricity which is reflected purchasing in a country that is only just the upturn in the European construction Tractel completed an important add-on in improvements in all steps of the beginning to focus more on shopping market and continue to benefit from acquisition in June 2016, the US-based customer journey from product search, via digital channels. growth in US construction. As one of Safety Products Group. The acquisition product selection, checkout process the few sizeable players in a highly significantly increases its operations and all the way to the delivery and potential fragmented market, Tractel represents customer base in the large US market. returns process. a strong consolidation platform The company’s growth is supported by Prior to completion, our opportunity. the launch of a salesforce effectiveness TMT, Consumer, Portfolio and Capital In line with our strategy, we project in 2016, an initiative drawn up Markets teams collaborated closely provided support for the Safety Products by our Portfolio team together with with management to secure flexible Group acquisition, which accelerates management. financing and create a Value Creation Tractel’s international expansion and Plan (VCP) for Allegro. complements plans to increase market share in the US. We have also helped initiate a new salesforce effectiveness programme with a view to increasing penetration in business segments that

52 Cinven | Annual Review 2016 Our investments

TMT

Software outsourcing and IT services www.northgateps.com Hosting and domain services www.heg.com

Acquired Acquired August 2013 December

HQ 2014 UK HQ (European operations) UK (global operations)

Investment Summary During our ownership, our How we are creating value Developments in 2016 Cinven’s TMT team identified Portfolio team supported HEG’s Northgate provides a variety The business performed Europe’s hosting and domain services rapid growth, working with a further of niche software applications across less well than expected and therefore sub-sector as an attractive market for strengthened management team on a diversified mix of public sector Cinven has strengthened Northgate’s consolidation, supported by underlying several priority areas. These included customers, including local and central management team with the appointment growth as companies migrated towards reshaping the organisational structure, government, police and healthcare. of Steve Callaghan as CEO in 2016, an cloud computing and SMEs sought identifying cross-selling opportunities, We acquired the business in 2014, individual with significant experience in a increased web presence. HEG was optimising the pricing strategy, improving through a carve-out of the business number of private equity transformation the ideal platform to capitalise on the technology platform, rolling out best from its parent, Northgate Information roles. The company also appointed a the opportunity, given its high-calibre practice across the organisation and Services. In addition, with substantial new Chairman, CFO, CTO and COO in management team with a strong track developing new products. investment in a modern, Software as a addition to a new Head of Local and record of completing and integrating At the end of 2016, Cinven Service (SaaS) platform designed for Central Government. acquisitions and the company’s successfully agreed the sale of HEG public services, the company has been subscription model, which created to US strategic buyer, GoDaddy Inc. assisting with the digitisation of public high earnings visibility. The sale completed in spring 2017. sector information.

54 Cinven | Annual Review 2016 Our investments

TMT

Enterprise software provider www.visma.com Fibre network operator www.ufinet.com

Acquired Acquired June 2014 August 2014

HQ HQ Spain Norway (with Latin American operations)

How we are creating value Following our carve-out of How we are creating value In June 2017, we announced With approximately 66,000 Ufinet from its Spanish utility provider With operations across Northern the partial realisation of our investment kilometres of proprietary fibre assets parent, the business has developed Europe, Visma is a leading enterprise in Visma through a sale of 40% of in Spain and Latin America, Ufinet substantially. resource planning software business. our equity stake in the business. We has a unique network that benefits Occupying an attractive niche through continue to hold a significant stake. from long-term contracts and strong Developments in 2016 the provision of mission-critical software customer loyalty. Our TMT and Iberian Ufinet continued its strong and services to mainly small- and Developments in 2016 teams identified Ufinet as an opportunity performance under Cinven’s ownership medium-sized enterprises, the company Visma’s strong performance with strong growth potential through throughout 2016. has, in particular, capitalised on the continued in 2016. In addition, Visma expansion into adjacent Latin American Ufinet completed a total of transition to SaaS delivery of software. completed 23 acquisitions in 2016, with countries, investment in metropolitan six add-on acquisitions since 2015, By the end of 2016, the a healthy pipeline of further M&A targets fibre networks and extension of the including four in 2016. The acquisition of company had completed 37 acquisitions developed across the Nordic region. services offered by Ufinet in Spain. Latin American B2B managed telecoms under Cinven’s ownership, creating The acquisitions included a number We have drawn on considerable services business, IFX, which was signed a business with a diverse enterprise of high-growth SaaS companies expertise accumulated in past in December 2016 and completed in resource software offering and and additions to its range of specific successful investments in cable March 2017, enables Ufinet to enter the strengthening its position across capabilities. operators Ziggo, Numericable (in the attractive B2B telecoms market. Northern Europe. Our TMT and Portfolio Netherlands and France, respectively) teams have also worked closely with the and, more recently, hosting and domain company to develop bespoke reporting services company HEG. metrics to drive performance, improve customer information and identify cross- selling opportunities.

56 Cinven | Annual Review 2016 During 2016, we also had 2016 realisations investments in the following companies. These were exited in 2016 and full coverage is contained in our Annual Review for 2015.

Avolon EnServe Coor Guardian Financial Numericable/Altice Prezioso Services

In July 2015, Cinven Cinven sold the core In May 2016, Cinven Cinven completed the In March 2016, Cinven In May 2016, Cinven agreed to sell its infrastructure support completed the sale sale of UK life insurance sold down its final stake completed the sale of remaining stake in businesses of UK-based of its remaining stake consolidator Guardian in France-based cable Prezioso, a France-based Ireland-based aircraft EnServe, a utility and in the company Coor, Financial Services in operator Numericable/ insulation and scaffolding leasing company Avolon energy outsourcing a company providing January 2016. Altice, following an IPO on services business to the to Bohai Leasing business, between 2011 workplace services such the NYSE Euronext Paris oil and gas sector, to (following an IPO of and 2013. The remaining as cleaning, telephony stock exchange in 2013. Altrad. the business in 2014), EnServe business was and conference support, in a transaction that sold in January 2016. property services and completed in January production-related 2016. industrial services.

58 Cinven | Annual Review 2016 Cinven has a well-diversified, global 1 Americas 44% Current investors by 1 2 Europe 34% Our investors base, consisting 3 Asia 15% geography (by number)* 4 Middle East 7% mainly of pension funds, sovereign 2 wealth funds, insurance companies, endowments and foundations, and family offices. 3 4

We view our investors (Limited Partners or LPs) as 1 Public 47% long-term partners and we cultivate our relationships Current investors by type 1 2 16% 3 Insurance 10% with them with transparency, dedication and care. (by amount invested)* 4 Endowment and others 10% While our relationship is with our global 5 Corporate pension fund 8% 6 5% institutional investor base, we are highly cognisant 2 of the impact our performance has on the ultimate 7 4% beneficiaries of these funds, such as savers and individuals paying into their retirement funds. 3 4 5 Our latest fund, the Sixth Cinven Fund, 6 has €7 billion of capital and an investor base 7 comprising more than 90% of existing investors in prior Cinven funds. We seek to build lasting relationships with our LPs. This is evidenced by the fact that two of our original, pre-1995 pension fund investors – British Coal and Oak Pension Asset Management (formerly 1  2 3 Sixth Cinven Fund Barclays Pension Fund) – have invested with us for Investor Relations more 20 years. In addition, we actively develop new and Fundraising team long-term relationships with LPs across the world. Alexandra Hess 1 €7bn Our Investor Relations and Fundraising Partner of capital 2 team (IR team) is a group of senior individuals with Jonas Nilsson Partner investment and/or operational experience. The team Yalin Karadogan 3 4 5 6 members serve as key points of contact between Partner Sarah Verity-Thomas 4 Cinven and its LPs and they strive to uphold the Managing Director highest standards of communication across all Tarek Bayazid 5 interactions with LPs. Director Adam Watkins 6 Executive Morgan Schmit-Sobeck 7 Executive 7

60 Cinven | Annual Review 2016 Cinven is an independent group, wholly Our governance owned for the benefit of its Partners. It is exclusively focused on delivering returns responsibly to its fund investors and therefore their beneficiaries.

The Boards of the Guernsey Managers Partner Group Cinven Partners LLP

Risk Executive Committee control Governance Portfolio framework and (Meets bi-monthly and reports to the full Partner Group at its quarterly meeting) of the Cinven management risk management Funds of the Cinven of the Cinven Funds Funds Sets the Manages strategic Control of Management of regulatory Responsible for direction and financial Cinven’s human Directors: Robin Hall, Brian Linden, Hayley Tanguy, John Boothman, issues and risk management policy of the firm management resources Rupert Dorey and William Scott compliance

Members: Hugh Langmuir, Stuart McAlpine, Alexandra Hess, Caspar Berendsen, David Barker, Nicolas Paulmier, Peter Catterall and Supraj Rajagopalan.

Investment Committee* (Meets at critical milestones of investment transactions)

Reviews Makes Examines investment Reviews sector the Monitors proposed Considers offer recommendations and business development of process and transaction price ranges to the Managers issues investment cases transaction costs at all stages structures of the Cinven Funds

Members: Hugh Langmuir, Stuart McAlpine, David Barker, Nicolas Paulmier, Peter Catterall and Supraj Rajagopalan, augmented by other senior Partners depending on relevant experience.

Portfolio Review Committee* (Meets quarterly and at critical milestones)

The Fourth Cinven Fund is managed by Cinven Limited, the Fifth Cinven Ensures Fund by Cinven Capital Management (V) General Partner Limited and that each Makes the Sixth Cinven Fund by Cinven Capital Management (VI) General Tracks the portfolio company Facilitates Advises the divestment progress of each has the management sharing of best Managers of the Partner Limited (the “Guernsey Managers”). The Boards of the Guernsey recommendations portfolio company team and Cinven practice across development of Managers supervise the governance and risk control framework of the to the Managers against the resources that it needs portfolio companies, each of the of the Cinven Cinven Funds. strategic plan in order to improve including ESG Cinven Funds Cinven Partners LLP advises the Guernsey Managers, operations and Funds and its Executive Committee reports to the Cinven Partners. Cinven create value Partners meet formally as the entire Partner Group on a quarterly basis. Non-fund management responsibilities are delegated to the Managing Members: Hugh Langmuir, Stuart McAlpine, Caspar Berendsen, Matthew Sabben-Clare, Peter Catterall, Ivan Kwok and Thilo Sautter. Partner and three specialist committees in a well-proven and successful governance system. The three committees oversee resources, investment recommendations, portfolio company development and exit * The Investment and Portfolio Review Committees, of the Cinven advisory entities, make recommendations to the Boards of the Guernsey Managers. recommendations, as shown here. Based on the recommendations, the Boards of the Guernsey Managers make investment and divestment decisions relating to the relevant Cinven Fund. 62 Cinven | Annual Review 2016 Contacts

Cinven Limited Registered office Cinven GmbH UK Warwick Court, Paternoster Square Germany Main Tower, Neue Mainzer, Strasse 52 London EC4M 7AG 60311 Frankfurt am Main

Cinven Partners LLP Tel +49 (0)69 90027-0 Warwick Court, Paternoster Square Fax +49 (0)69 90027-100 London EC4M 7AG Cinven SA Tel +44 (0)20 7661 3333 France 4 square Edouard VII, 75009 Paris Fax +44 (0)20 7661 3888 Tel +33 (0)1 44 71 44 44 Cinven International Ltd Fax +33 (0)1 44 71 44 99 Warwick Court, Paternoster Square London EC4M 7AG Cinven Spain, S.L.U. Spain Calle del Pinar, 5º Derecha, 28006 Madrid Tel +44 (0)20 7661 3333 Fax +44 (0)20 7661 3888 Tel +34 91 353 49 20 Fax +34 91 353 49 32 Cinven International Ltd Registered office Cinven S.r.l. 1 Silk Street, London EC2Y 8HQ Italy Via Manzoni, 30, 20121 Milano

Cinven Limited Tel +39 (0)2 3211 1700 Channel Islands Level 4, Mill Court, La Charroterie Fax +39 (0)2 3211 1800 St Peter Port, Guernsey GY1 1EJ Cinven Luxembourg S.à r.l Tel +44 (0)1481 743 650 Luxembourg Ballade B2 Building, 4, rue Albert Borschette L-1246 Luxembourg Cinven Capital Management (V) General Partner Limited Tel +352 2609 5200 Level 4, Mill Court, La Charroterie Fax +352 2609 5230 St Peter Port, Guernsey GY1 1EJ Cinven HK Limited Tel +44 (0)1481 743 650 Hong Kong Suite 2910-11, Two International Finance Centre, 8 Finance Street, Central Hong Kong Cinven Capital Management (VI) General Partner Limited Tel +852 3665 2880 Level 4, Mill Court, La Charroterie Fax +852 3665 2980 St Peter Port, Guernsey GY1 1EJ Cinven, Inc Tel +44 (0)1481 743 650 New York 510 Madison Avenue, New York, NY 10022

Tel +1 212 710 4334

64 Cinven | Annual Review 2016