May 2017

Private Equity Capital Briefing Monthly insights and intelligence on PE trends

Fundraising continues its run

Little indication that investors are slowing the pace of commitments The Capital Briefing has been designed to help you remain current on capital market trends. It captures key insights from subject-matter professionals across EY firms and distills this intelligence into a succinct and user-friendly publication. Private Equity Capital Briefing can provide perspectives on both recent developments and the longer-term outlook for private equity (PE) fundraising, acquisitions and exits, as well as trends in global M&A, cross-border deal flows, IPOs and the debt and bond markets. Please feel free to reach out to any of the subject-matter contacts listed on the back page of this document if you wish to discuss any of the topics covered. Contents

Section 1 Private equity: fundraising 4 Private equity: acquisitions 5 Private equity: exits 6 Section 2 M&A 7 Section 3 IPOs 9 Section 4 Loans 10 Section 5 Bonds 11 Appendices

Appendix A PE activity by geography 13 Appendix B M&A activity monthly flash 22 Appendix C M&A multiples and bid premium 23 Appendix D Capital Confidence Barometer 24 1.i. Private equity: fundraising

Executive summary • PE fundraising is seeing its strongest start to a year since 2008. PE firms have closed 215 funds valued at US$189b so far in 2017. • dry powder continues to climb, reaching US$563b in April. • Despite expectations that fundraising might slow in 2017 in the face of growing dry powder, the market continues to see strong momentum as the secular trends driving capital into the asset class (such as new investors) win out versus the cyclical headwinds (slowing exits and distributions).

Current state Fundraising Global PE fundraising – YTD 2003 through YTD 2017 (in US$b) • PE fundraising is seeing its strongest start to the year since 2008. To date, PE firms have closed fund valued at US$189b, up 3% from the same period last year, and the highest since 2008, when firms closed $250 funds valued at US$217b between January and the end of April. $200 • Fundraising for buyout funds has been particularly active. Buyout $150 funds have raised US$84.1b so far this year, accounting for 44% of total PE fundraising, the highest percentage since 2006. Investor $100 demand for the asset class was underscored by a couple of large $50 funds that closed in April; Clayton, Dubilier & Rice reached a final close on its 10th flagship fund, with total commitments of US$9.35b, $0 making it US$3b larger than its predecessor fund. Additionally, Silver 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 YTD Lake Partners closed its Fund V with US$15b in commitments. The 2017 fund surpassed its target by US$2.5b, and surpassed Silver Lake’s 2013 fund by nearly US$5b. Source: Preqin

Dry powder Buyout funds — dry powder (US$b) • Dry powder continues to grow. Buyout capital available for new deals reached US$563b in April 2017, up from $534b at the end of 2016, and up from US$470b at the end of 2015. Effectively putting those $600 assets to constructive use remains the industry’s biggest challenge. $500 $400 Environment and horizon $300 $200 • The expectation at the beginning of the year was that the industry $100 would begin to see some slowdown in the pace of fundraising as exits $0 slowed and LPs looked for GPs to deploy a meaningful percentage of 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 YTD dry powder. However, four months in, there has been little indication 2017 that investors are slowing the pace of their commitments. Indeed, the secular trends driving capital into the asset class (such as new investors like retail and high net worth individuals, and the need for Source: Preqin pension funds to bridge their funding gaps) are winning out versus the cyclical headwinds (slowing exits and distributions). Regions targeted by LPs over the next 12 months – views from • A recent survey conducted by Preqin shows a shift from region- 1Q16 vs. 1Q17 targeted funds toward funds with a global purview. All single markets saw a decrease in investor appetite in 1Q17 versus 1Q16, while funds

with a global purview saw an increase in anticipated activity, with 52% North America: of active fund searches targeting global funds, versus 43% in the 1Q16 – 47% Europe: same period last year. 1Q17 – 43% 1Q16 – 56% 1Q17 – 39% Asia-Pac • More changes are in store for CalPERS, the US’ largest public pension 1Q16 – 25% fund. In April, longtime PE head Real Desrochers announced he was 1Q17 – 15% leaving the fund to pursue opportunities in the private sector. Desrochers joined CalPERS in 2010. His tenure saw CalPERS Global undertake a significant push toward manager consolidation, taking 1Q16 – 43% the fund from roughly 400 separate managers to approximately 100 1Q17 – 52% by the mid-2016. The fund ultimately is seeking to reduce its manager relationships to 30 by 2020. The position will be filled on an interim basis by Sarah Corr, an investment director at the fund. Source: Preqin private equity quarterly update 1Q17 • CalPERS also disclosed that is was considering the removal of its standalone PE allocation target. In December 2016, the fund cuts its CalPERS current versus proposed allocations interim PE allocation to 8%, from 10%. In an April 17 meeting, the Liquidity, Inflation, investment committee proposed to combine its private equity and 4% Liquidity, 9% 4% public equity allocations into one, benchmarked against the FTSE All- Infra and Inflation, World Index. A presentation released ahead of the meeting pointed to Forest, 2% 9% three other large investors that follow a similar model; the Ontario Teachers’ Pension Plan, CPPIB and the New Zealand Superannuation Real Global estate, Real Fund. CalPERS is hoping to more effectively streamline the equity, 11% assets, management and risk profiles of its PE and public portfolios by 46% Global 13% effecting the combination, saying the change will “enable potential Global equity, Global portfolio construction capability to offset idiosyncratic regional, fixed 54% fixed sector and company exposure.” A vote on the matter however, is not income, income, expected until early next year. PE 20% 20% , 8%

Source: CalPERS

4 Private Equity Capital Briefing 1.ii. Private equity: acquisitions

Executive summary • PE acquisition activity remains strong, up 20% on a year-to-date basis versus last year. • Deals in the middle market and large buyout space have remained steady over the last 16 months, averaging 21 deals per month. • Through the end of April, all regions have seen an increase in activity, with the greatest increase in EMEA.

Current state Global PE acquisitions since January 2016 (in US$b) • Deal activity remains strong. PE firms announced 101 deals valued at US$23.5b in April, bringing the YTD total to 429 deals valued at US$93.7b, up 20% from last year. $50 180 • Deals in the mid-market and large/megadeal space remain steady, $45 160 averaging 21 per month so far this year, which is in line with the $40 140 trend seen since the beginning of 2015. $35 120 $30 100 • Through the end of April, all regions have seen an increase in PE $25 80 activity: $20 60 • In the Americas, PE firms have announced 176 deals $15 $10 40 valued at US$37.4b, up 5% from last year. $5 20 • In EMEA, firms have announced 201 deals valued at $0 0 US$36.7b, up 37% from last year. • In Asia-Pac, CDH Holdings Management Co. Ltd.’s US$5.8b acquisition of Belle International Holdings Ltd. drove the region’s aggregate deal value to US$19.7b, up Value Number of deals 25% from the same period a year ago. Source: Dealogic Number of deals US$200m and above

$35 Top PE deals YTD 2017 $30 $25 Date Target Sector Nationality Sponsor Value (US$b) $20 Belle International Consumer CDH China Holdings $15 28-Apr-17 Holdings Ltd. products China Management Co. Ltd. $5.8 $10 $5 Stada Arzneimittel Cinven Ltd., Advent $0 12-Feb-17 AG Health care Germany International Corp. $5.6 Aon Hewitt LLC (HR 10-Feb-17 BPO Platform) Technology United States Blackstone Group LP $4.8

Vista Equity Partners

Jul 2015 Jul 2016 Jul

Oct 2015 Oct 2016 Oct

Apr Apr 2015 Apr 2016 Apr 2017

Feb Feb 2015 Feb 2016 Feb 2017

Jan Jan 2015 Jan 2016 Jan 2017

Jun Jun 2015 Jun 2015

Sep 2015 Sep 2015 Sep

Dec 2015 Dec 2016 Dec

Mar 2015 Mar 2016 Mar 2017 Mar

Nov Nov 2015 Nov 2016

Aug 2015 Aug 2016 Aug May 2016 May May 2015 May 13-Mar-17 DH Corp. Technology Canada LLC $3.4 Consumer 27-Mar-17 Diversey Inc. products United States LLC $3.2 Source: Dealogic American Securities 14-Mar-17 Air Methods Corp. Transportation United States LLC $2.5 USI • Technology, health care and consumer products continue to see the 17-Mar-17 Services LLC Insurance United States KKR & Co. LP $2.5 most activity from PE firms in 2017, collectively accounting for more Food and than half PE investment by value this year. 12-Apr-17 Refresco Group NV beverage Netherlands PAI Partners SAS $2.2 Eagleford Shale 12-Jan-17 assets Oil and gas United States Blackstone Group LP $2.1 Environment and horizon Carlyle Group LP; • Activist investor ValueAct Capital announced that it had taken a 5% McDonald's China Dining and CITIC Capital Partners stake in KKR, valued at roughly US$750m. Shares jumped more than 8-Jan-17 Management Ltd. lodging China Ltd. $2.1 7% on the news. ValueAct compared the investment to similar stakes it has taken in other financial and professional services companies, including , Willis Towers Watson, and CBRE, describing Sector breakdown them in a Bloomberg article as “ideal human capital businesses.” KKR said on its April 26 earnings call that it welcomed the investment, Oil and gas, saying it believed they had a “shared vision and understanding” for Real estate, 5% 5% the business. Retail, 2% Materials, 6% • Mubadala Capital, the investment arm of Abu Dhabi’s SWF Mubadala Industrials, Development Co., entered into an agreement with France-based 3% Aridan last month that will see Mubadala move into the management of third-party assets. The deal reportedly had two components: an Technology, 17% initial US2.5b investment by Ardian into a portfolio of existing Mubadala assets consisting of 14 LP interests in buyout and funds, and 14 direct investments made by Mubadala; and a Consumer goods, 23% second component consisting of a US$1.5b pool managed by Financials, 12% Mubadala in which Ardian is the lead investor. Other SWFs have done similar deals. Last year, Temasek closed Astrea III, a co-investment vehicle designed to invest alongside buyout investors.

Utilities, 4% Telecom, 5% Health care, Consumer 15% services, 3% Source: Dealogic

5 Private Equity Capital Briefing 1.iii. Private equity: exits

Executive summary • Strength in the IPO markets and increased activity by PE investors in seeking to acquire PE-backed assets has led to a 22% increase by value in exit activity versus last year. • Thee bulk of exit activity is centered in the Americas, which has seen M&A exits increase by 55%, and IPOs increase more than 400% by value. • Pent-up demand for public offerings suggests global IPOs will continue to rise in 2017.

Current state • Overall exit activity has increased 22% by value in 2017 versus the same PE exits by month (US$b) period last year, driven by an increase in secondary and rising sentiment in the IPO markets. PE firms announced 311 exits valued at $50 120 US$102.1b in the first four months of the year. April saw US$24.9b in 100 announced deals, up 24% versus last year. $40 80 • Exit routes have shifted in recent months, with PE firms becoming $30 60 increasingly active buyers. Secondary buyouts have totaled US$25.7b so $20 far this year, up 77% from last year. Sales to strategic investors have 40 remained flat over the same period, with US$63.8b in announced deals, up $10 20 2% from last year. $0 0 • Activity has also been driven by strong tailwinds in the global IPO markets. After a quiet 2016, PE-backed IPO activity has increased markedly in the first four months of this year. PE firms have taken 38 companies public, raising proceeds of US$12.6b, up 94% from the same period a year ago. Value Number of deals Activity was particularly robust in the oil and gas and life sciences spaces, with comparative weakness in consumer products and chemicals relative Source: Dealogic to the broader IPO market. The strong showing early this year has established a solid runway for the remainder of 2017. PE exits by type • Increases in the Americas have been driving activity from a regional perspective. While M&A and IPO exit activity have declined in both Asia- 90% Pacific and Europe, the Americas region has seen a 55% YTD increase in 80% 70% exits via M&A and a 474% increase in exits via IPO. 60% 50% 40% PE exits by type and region (US$b) 30% 20% $60 10% 0% $50

$40

$30 % Strategic % PE % IPO

$20 Source: Dealogic

$10 PE IPOs by month (US$b) $0 Americas EMEA Asia-Pacific $8 18 16 2016 M&A 2017 M&A 2016 IPOs 2017 IPOs $7 $6 14 12 $5 Source: Dealogic 10 $4 8 $3 6 Environment and horizon $2 4 • Exit activity should remain at a consistent pace through the balance of the $1 2 year, as PE firms look to avail themselves of continued favorable $0 0 conditions for exits. While PE inventories have been spent down from where they were a few years ago, PE firms continue to hold more than 14,000 companies across the globe. Activity will remain driven by both corporate acquirors seeking growth through M&A-focused strategies, as Value Number of deals well as PE firms seeking to put more than US$560b in dry powder to work. Source: Dealogic • Pent-up demand for public offerings suggests global IPOs will continue to rise in 2017. Performance and valuations are trending upward, with several major indices reaching all-time highs. Concurrently, volatility is Top PE exits so far in 2017 low, underpinning positive IPO sentiment, which is also supported by the successful US listing of a large technology unicorn. As such, pipelines are Announce full, particularly in Asia-Pacific. There are currently more than 70 PE- Value ment or Company Sector Sponsor Type (US$b) backed companies in registration that, in the aggregate, could raise more filing date than US$11b in total proceeds. Blackstone Group 6-Jan-17 Invitation Homes Inc. Real Estate $6.3 LP IPO AdvancePierre Foods Food and Oaktree Capital 25-Apr-17 Holdings Inc. Beverage $4.3 Group LLC M&A Surgical Care 9-Jan-17 Affiliates Inc. Health Care $3.5 TPG Capital LP M&A Jagged Peak Energy Quantum Energy 19-Dec-16 Inc. Oil and Gas $3.2 Partners IPO

16-Mar-17 Alinta Holdings Utilities $3.1 TPG Capital LP M&A

Source: Dealogic 6 Private Equity Capital Briefing 1. M&A

Executive summary • April continued the robust M&A market seen so far 2017, with US$212b of deals announced. • US$1b−US$10b deals are driving the current market, with 167 deals in this banding announced in 2017. • More than half of companies surveyed were looking to acquire in the next 12 months, according to EY Capital Confidence Barometer. • The M&A outlook for 2017 remains healthy as companies look keen to reorganize their portfolio more frequently. • Future-proofing will be an essential M&A driver as companies look for disruptive trends within their core and innovation outside their sectors.

Current state Top 10 announced deals by value, April 2017 • The M&A market continued to perform at elevated levels, with US$212b Source: Dealogic of deals announced in April. Total value for 2017 is now 9% ahead of the Target Sector Country Acquiror Value same period in 2016. The volume of deals remained broadly flat compared (US$m) with the prior year, at 2,327. C.R. Bard Inc. Life sciences US Becton Dickinson & Co. 24,433 • The key value range driving M&A in 2017 is the US$1b−US$10b band. So far, 2017 has seen 167 deals in this range, compared with 149 in the Christian Dior SE Consumer products France Groupe Arnault SAS 13,146 (26.0032%) and retail same period in 2016 and 155 in 2015. This is a clear sign of boardroom Panera Bread Co. Real estate US JAB Holding Co SARL 7,490 optimism as companies pursue substantial acquisitions to boost strategic growth prospects. Christian Dior Couture Consumer products France LVMH Moet Hennessy 7,079 • In France, billionaire Bernard Arnault moved to consolidate control over SA and retail Louis Vuitton SE Christian Dior for €12.1b (US$13b), folding the fashion house’s Patient Monitoring & Life sciences US Cardinal Health Inc. 6,059 operations into the LVMH luxury empire. The deal unites ownership of one Recovery Division of of the most iconic fashion brands under one roof for the first time in Medtronic plc Belle International Consumer products China Hillhouse Capital 5,823 decades. LVMH will also buy the Christian Dior couture brand from the Holdings Ltd and retail Management Ltd, Christian Dior holding company for €6.5b (US$7.1b). The two-part (87.938%) Wisdom Man Ventures transaction, which comes amid a China-led revival in the luxury goods Ltd and CDH industry, simplifies a complicated ownership structure. This is a trend that Investments Ltd may accelerate through 2017, both in the luxury fashion industry and in Akorn Inc. Life sciences US Fresenius SE & Co. 4,887 other sectors. KGaA

• US medical equipment supplier Becton Dickinson and Co. will acquire AdvancePierre Foods Consumer products US Tyson Foods Inc. 4,277 C.R. Bard Inc. in a US$24b deal, adding Bard's devices to its portfolio in Holdings Inc. and retail the high-growth sectors of oncology and surgery. The transaction will Swift Transportation Automotive and US Knight Transportation 4,010 build on BD’s leadership position in medication management and infection Co. transportation Inc. prevention with an expanded offering of solutions across the care continuum. It is the latest in a string of deals in the medical technology Chewy Inc. Technology US PetSmart Inc. 3,350 sector, as manufacturers turn to acquisitions to boost profit margins and respond better to ongoing product pricing pressures. Deal environment: by area (US$b) Environment and horizon Last 12 months (LTM) to April 2017 versus LTM to April 2016 • Near-term global dealmaking is expected to remain strong. According to Source: Dealogic and EY analysis EY 16th Global Capital Confidence Barometer (CCB), more than half (56%) of companies expect to actively pursue deals in the next 12 months − up 3,000 six percentage points from a year ago. Improving economic conditions underpin deal activity — European M&A markets, in particular, have seen a strong start to 2017 as European companies on the buy-side return to the 2,000 market. • Boardroom agendas continue to be dominated by disruptive forces such as digital innovation and the search for growth, even while set against a backdrop of geopolitical or emerging policy concerns. Geopolitical issues 1,000 may dominate the headlines, but boards are laser-focused on counter measures against disruption and seizing new routes to growth. • The need to generate returns above gross domestic product levels is - spurring executives to look even more favorably on M&A. “Geopolitical Americas Asia-Pacific EMEA and policy uncertainty is a permanent feature of the boardroom, but technology-enabled disruption poses a greater challenge to many business LTM value PTM value models. The exponential pace of disruption and transformation is compelling executives to engage in M&A. Companies need to innovate to Deal environment: by target sector and target area (% share of follow rapidly changing customer preferences, and buying assets can be global value) the fastest way to radically reshape their business for future growth,” commented Steve Krouskos, EY Global Vice Chair, Transaction Advisory LTM to April 2017 Services. Source: Dealogic and EY analysis; excludes real estate asset sales. Note: because of rounding, percentages may not add up to total. • Consequently, corporates are reorganizing their portfolios, creating a natural pipeline of deal opportunities. Amid rapid change, companies are Americas Asia-Pacific EMEA Total building more agility into their strategies, with 73% increasing portfolio Technology 8% 3% 4% 16% review processes to respond to or capitalize on disruptive forces in their Oil and gas 10% 1% 2% 14% sectors. Technology-fueled industry convergence and transformational Diversified industrial products 5% 2% 4% 11% customer changes are challenging executives to reassess and reinvent Consumer products and retail 6% 2% 3% 10% their businesses continually. Life sciences 4% 1% 2% 8% • Cross-border deals are likely to increase in the coming months. Despite Power and utilities 3% 2% 2% 7% concerns about increasing nationalism and protectionism, 2017 has seen a Media and entertainment significant uptick in cross-border deals. Potential policy changes affecting 4% 1% 1% 5% Real estate, hospitality and market access could drive cross-border deals as companies look to protect 2% 2% 2% 5% construction and sustain their globalized operations. “For many companies, cross- Banking and capital markets border deals are a necessity — successful companies will find ways to 2% 1% 2% 5% navigate challenges such as rising nationalism. Executives are evaluating Others 9% 6% 5% 19% M&A across a wide range of geographies to secure market access and grow All sectors 52% 21% 27% 100% customer base,” said Mr. Krouskos. M&A analysis as at 1 May 2017. 7 Note: data is continually updated and therefore subject to change. Figures have been rounded off to nearest decimal place. Private Equity Capital Briefing 1.i. M&A: cross-border deal flow

Key cross-border M&A deal flow (LTM to April 2017) (Total = US$1.31t)

UK&I to: N America – $104b W Europe – $6b Greater China and N America to: Africa – $3b Middle East – $3b Mongolia to: W Europe – $194b N America – $43b UK&I – $59b W Europe – $36b Middle East – $20b W Europe to: Oceania – $19b N America – $152b Japan to: L America - $15b N America – $48b Russia, CIS and CSE - $9b UK&I - $35b W Europe – $10b

L America to: N America – $9b Russia, CIS and CSE - $1b

Key

>$100b

>$50b

>$10b Note: all figures are in US$.

Cross-border M&A deal flow (LTM to April 2017) (US$m)

Target Acquiror# Africa SE Asia Greater Russia, W Europe India Japan Latin Middle North Oceania UK&I Inbound %  (including China and CIS and (excluding America East America total versus Korea) Mongolia$ CSE UK&I) PTM Africa 896 81 6,734 1,577 3,515 22 1,568 - 112 7,398 882 3,196 25,982 111%

SE Asia (including 5 6,016 8,540 13 2,663 7 2,821 24 8,170 5,440 145 1,237 35,082 -6% Korea) Greater China and - 3,287 27,879 450 3,878 - 688 40 - 8,454 521 195 45,393 3% Mongolia $ Russia, CIS and CSE 1,131 347 2,581 2,493 8,852 3,107 8,845 1,048 11,916 1,776 1,759 1,285 45,139 34%

W Europe (excluding 1 4,589 35,627 2,216 95,273 1,267 9,953 566 3,096 193,575 957 5,966 353,085 22% UK&I) India 334 7,760 3,409 12,922 1,326 - 1,515 - 575 5,222 58 26 33,146 88%

Japan - 295 345 - 320 151 - - - 2,993 29 - 4,133 -87%

Latin America 40 109 16,971 200 14,846 9 204 7,227 1,194 18,709 689 321 60,519 27%

Middle East 42 80 17,427 411 6,465 12 26 - 3,615 20,211 101 2,905 51,295 383%

North America 6,937 14,625 43,100 110 152,344 1,685 47,501 8,511 13,221 103,118 5,310 104,013 500,474 15%

Oceania 683 1,899 19,405 1 1,259 67 1,553 - 484 4,162 1,901 1,566 32,981 -21%

UK&I 3,794 881 12,604 213 7,433 1,025 34,772 - 1,935 59,449 3,605 1,479 127,189 -51%

Outbound total 13,864 39,968 194,622 20,606 298,173 7,352 109,446 17,417 44,317 430,507 15,957 122,190 1,314,417 4%

%  versus previous 16% 49% -5% 78% -19% 12% 72% -11% -26% 20% 36% 6% 4% 12 months (PTM)

# Acquiror refers to acquiror’s ultimate holding company. $ Greater China and Mongolia includes mainland China, , Macau, Mongolia and Taiwan. Key >US$100b >US$50b >US$10b M&A analysis as at 1 May 2017. Source: Dealogic. All Rights Reserved. Intra-area cross-border deals Note: data is continually updated and therefore subject to change.

8 Private Equity Capital Briefing 2. IPOs

Executive summary • This month recorded the strongest year-to-date (YTD) IPO activity in terms of proceeds, witnessing a significant year on year (YOY) increase in terms of both number of IPOs and proceeds. • EMEA accounted for 5 of the top 10 deals this month. • The Asia-Pacific region continued to dominate global IPO activity, in terms of both number of deals and proceeds. • Several big IPOs, such as Quadrant Energy (with expected proceeds of US$4.0b) and Officeworks (US$1.1b), are expected to hit the Australian IPO market in the coming quarters, making it a key IPO destination.

Current state Top 10 IPOs by proceeds, April 2017 • April 2017 recorded the strongest IPO activity YTD in terms of proceeds, Source: Dealogic. on the back of three of the top five deals so far this year. The month saw Issuer name Issuer location Sector Exchange Proceeds 123 deals raising US$16.8b, registering a YOY increase of 54% and 86% in (US$m) Guotai Junan Securities Banking and capital terms of number of IPOs and proceeds respectively. China Hong Kong 2,220 Co. Ltd. markets • Asia-Pacific accounted for 63% and 42% of global number of IPOs and SIX Swiss Galenica Sante AG Switzerland Life sciences 1,893 proceeds respectively (US$7.1b raised via 78 deals). Greater China Exchange continues to dominate the IPO activity in the region, accounting for 62% and Gestamp Automocion Automotive and Bolsa de Spain 928 79% of IPOs and proceeds respectively. This region recorded the largest deal S.A. transportation Madrid of the month. Automotive and Azul S.A. Brazil New York 643 • EMEA saw an increase in IPO activity for the third consecutive month, transportation raising US$5.2b via 23 deals. The region recorded two of the top three deals Automotive and Schneider National Inc. US New York 550 this month, accounting for more than 50% of the regional proceeds. transportation • US exchanges witnessed the highest monthly activity this YTD in terms of number of IPOs, with 21 deals raising US$4.4b. In fact, this month saw the TPI Polene Power pcl Thailand Power and utilities Thailand 505 highest level of IPO activity in April since 2014. Eddie Stobart Logistics Automotive and • The top two deals (by proceeds) for this month were as follows: UK London (AIM) 497 plc transportation • Guotai Junan Securities Co. Ltd raised US$2.2b in the largest Hong Kong listing this year. The company intends to use the IPO proceeds for X-FAB Silicon Foundries Euronext Germany Technology 455 the development of institutional finance, personal finance, investment S.E. (Paris) management and international business, as well as for additional Consumer products and Dino Polska S.A. Poland Warsaw 417 working capital and other general corporate purposes. retail Hess Midstream Partners • Galenica Sante AG raised US$1.9b in the biggest Swiss IPO since 2015. US Oil and gas New York 391 The proceeds from the listing are expected to be used for refinancing LP Vifor Pharma's US$1.5b acquisition of Relypsa in 2016.

Environment and horizon IPO activity by area (YOY % change) • The global IPO outlook remains robust, as we see a growing pipeline of (LTM to April 2017 versus LTM to April 2016) candidates planning to list on major exchanges around the world from a broad range of sectors. It should also be aided by equity markets trading at Source: Dealogic; regional classification on the basis of issuer nationality. all-time highs, amid improving economic fundamentals and lower volatility in many regions around the world. 30% • The US IPO market is expected to be steady going forward. This quarter is Global likely to see listings from the technology sector by IPO candidates that Asia-Pacific delayed their listings until after the high-profile listing of Snap Inc.. The US IPO pipeline is likely to remain robust as equities continue to trade at all- 10% US time highs with low market volatility. Americas Value (including US) • The outlook of the mainland China IPO market is positive for the coming quarters. In addition to efforts to speed up IPOs coming to the public -40% -20% 0% 20% markets, the regulator is stepping up scrutiny of backdoor1 listing, -10% refinancing and speculative activities among listed companies, and pushing EMEA forward with reforms to build a multi-tier capital market, all of which would

see the A-share2 market become healthier in the long run. The Stock Volume Exchange of Hong Kong’s IPO pipeline is seeing diversification in terms of -30% geography and sectors as companies from other Asian countries are eyeing opportunities in China and are increasingly interested in listing in Hong Kong. IPO candidates are coming from the education, technology, health IPO activity by sector and area (% share of global proceeds) care and life sciences sectors. LTM to April 2017 • IPO activity is gaining momentum in as IPO listings are Source: Dealogic; regional classification on the basis of issuer nationality. outperforming the ASX 200 index. There is also greater investor appetite Note: because of rounding, percentages may not add up to total. for the mining sector, given higher commodity prices and greater overall confidence in the equity market. Several big IPOs, such as Quadrant Energy Americas Asia-Pacific EMEA Total (with expected IPO proceeds of US$4.0b) and Officeworks (US$1.1b), are Banking and capital markets 1% 14% 1% 16% expected to hit the Australian IPO market in the coming quarters, making it Technology 5% 5% 3% 13% a key IPO destination. Real estate 2% 7% 2% 11% • Despite continued political uncertainty in the region due to the Consumer products and retail 3% 6% 2% 10% commencement of Brexit negotiations and the upcoming French and German elections, market volatility has remained relatively low in Europe. Life sciences 1% 5% 4% 10% This, combined with the low interest rate environment and investors Automotive and transportation 1% 6% 2% 9% remaining keen to back IPOs with compelling equity stories, indicates that a Diversified industrial products 1% 5% 2% 7% healthy pipeline of IPO candidates should continue to emerge across the Oil and gas 3% 1% 2% 6% region. Power and utilities 0% 2% 3% 5% Others 2% 7% 3% 12% Total 20% 57% 23% 100%

9 Private Equity Capital Briefing

Note: 1A strategy of going public by acquiring an already listed company as the company desiring to go public fails to meet the criteria for listing on a stock exchange. 2A-shares are shares that trade on the two mainland China stock exchanges. 4. Loans

Executive summary • Loan volume in April fell in both Europe and the US due to political and exogenous risks along with demand supply imbalance. • The impact of low oil prices in the Middle Eastern loan market is expected to continue to hamper economic growth across the region. • Nonexistent M&A in 1Q17 showed signs of recovery in April as many US companies lined up loans. • The leveraged loan repricing wave that hit record heights in January is beginning to show signs of waning. • Capacity remains for issuers last in the market six months or so ago, to shave more than 1% from the cost of their financing. • Lenders are expected to remain optimistic on volume picking up in the coming quarters.

Current state Global investment-grade loans (US$b) • In April, US$57b of loans were issued in the US and €6b in Europe, taking Source: Thomson ONE. the YTD global issuance to US$311b, up 121% from the same period in 2016. 800 600 • The European volume of loan recaps and refinancings fell in April compared with March, but the flow of repricings continued as issuers 600 returned to cut yields. Repricing activity in Europe in April (€6.9b) was 400 more than double the 2016 monthly average of €2.4b, making it the sixth- busiest month for repricings since 2013. 400 • Historically April is low on loan activity in the US, explaining the 50% 200 decline month on month from March. Political and exogenous risks also 200 drove the market downward to US$63b compared with US$127b last month. With demand continuing to exceed supply, the imbalance is leading to thinning of spreads and an increase in leverage. 0 0 • The Middle Eastern loan market has been slow due to a lack of 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 QTD refinancing opportunities and low oil prices, which is still hampering Apr* economic growth across the region and curbing corporate and financial Proceeds (LHS) Number of issues (RHS) institutions' demand for new money loans. *Data until 30 April 2017. • Nonexistent loans financing M&A in 1Q17 showed signs of recovery in April as many US companies lined up loans in order to fund mergers in sectors such as health care, food and retail. As large-scale M&A has been Global high-yield loans (US$b) on hold since the US presidential election, deals such as Becton Dickinson Source: Thomson ONE. and Bard can trigger another wave of deals and bridge financings. • In the YTD, 40% of loan issuance in the US and 30% in Europe was M&A 1,200 3,000 driven, up by 35% in the US and down by 8% in Europe compared with the same period last year. 900 • The leveraged loan repricing wave that hit record heights in January is 2,000 beginning to show signs of waning; the average clearing yield for single-B rated term loans widened in the US to 5.21% from 5.09% in March, and 600 was unchanged at 4.07% in Europe. 1,000 Environment and horizon 300 • Repricing volumes have begun to fall in both the US and the Europe. This can be attributed to the massive volume over recent months leaving fewer issuers to reprice, leading to investor fatigue setting in. 0 0 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 QTD • A long-standing dearth of supply in the loan market has led to a dramatic Apr* fall in pricing since the start of the year but, in recent weeks, investors have begun to resist those weakened terms. However, investors who are Proceeds (LHS) Number of issues (RHS) weary of successive rounds of repricings are welcoming large liquid deals. *Data until 30 April 2017. Opportunities • Although some of the heat has come off the market there is still capacity Top arrangers ranking, YTD April 2017 (US$b) for issuers, that were last in the market six months or so ago, to shave Source: Thomson ONE. more than 1% from the cost of their financing. Proceeds Issues • Lenders are expected to remain optimistic that volume will pick up in the coming quarters. But, following a slower than expected start to the year, Merrill Lynch expectations have been rolled back until US President Donald Trump is 85.0 439 able to push through his pro-business measures. JP Morgan 74.2 385 Citi 58.3 267

Mitsubishi UFJ Financial Group 51.8 523

Barclays 51.0 224 Global loan issuance by industry, March 2017 Source: Thomson ONE.

Government and agencies Proceeds (US$b) All loans by region, YTD April 2017 (US$b) Real estate Source: Thomson ONE.

Consumer products and services Market share Proceeds Issues

Health care Americas 60.9% 690.0 1,193 High technology EMEA 22.2% 251.3 313 Consumer staples Asia-Pacific 16.9% 190.7 1,111 Financials 0 50 100 150 200 10 Private Equity Capital Briefing 5. Bonds

Executive summary • Global high-yield activity fell on a monthly basis in April, with both the US and Europe experiencing volume decline. • The first round of the French presidential election and constructive market conditions led to a strong supply of European loans in April. • Refinancing wave implied overpowering seasoned credits when compared to debut issuers, reducing the new issuance volume. • The trend of refinancing of bonds with bonds is also rising, which was not the case in other months this year. • Bankers expect issuance levels to remain strong into mid-May, until the blackout period.

Current state Euro bond issuances • Global high-yield activity fell on a monthly basis after an overwhelming Source: Thomson ONE. 1Q17. High-yield issuance was US$15.1b in the US and €7.9b in Europe, 250 200 taking the YTD total global issuance to US$133b, up 62% compared with the same period last year. 200 • The European high-yield bond market was dominated with refinancings 150 and recaps, with only €330 million used for M&A. Overall, the YTD volume 150 went up to €32.1 billion, up 167% from the first four months of 2016. 100 April’s European bond collections were at their third highest in many years, down only on last month and September 2016. 100

• The first round of the French presidential election and constructive 50 market conditions led to a strong supply of European loans in April, as 50 bankers were pushing to get deals completed before the election. Although usually a busy period, Easter was even more special this year, with 10 0 0 issuers and 13 bonds in the market in a two-week period, making it second Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr only to 2010. 16 16 16 16 16 16 16 16 16 16 16 16 17 17 17 17

• In the US, the monthly high-yield issuance volume was the lowest April Proceeds (US$b) (LHS) Number of issues (RHS) volume since 2009. Refinancing continued to be the primary reason for issuance, but the contribution decreased from 80% in March to 66% in April. • The refinancing wave also means overpowering seasoned credits when compared with debut issuers. Although the number of debut issuers US bond issuances increased on a monthly basis due to the low number in February and Source: Thomson ONE. March, the YTD volume is still behind the number of deals completed in the 400 500 same period last year.

• Cash-strapped sovereigns such as Qatar and Oman have also turned to 400 the bond market after tapping the loan market for billions of dollars last 300 year, reducing the demand for loans in the region. 300 • High-yield issuance for M&A activity to April was US$21b, contributing 200 21% to the total in the US. In Europe, there was €3.2b of high-yield 200 issuance, a 10% contribution. 100 • Clearing yields for single-B rated bonds widened in the US to 6.57% in the 100 three months to the end of April from 6.49% at the end of March, and yields tightened to 5.20% from 5.64% in Europe, the lowest yield since the 0 0 first quarter of 2010. Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr Environment and horizon 16 16 16 16 16 16 16 16 16 16 16 16 17 17 17 17 • With refinancing deals contributing the maximum in volume, refinancing of Proceeds (US$b) (LHS) Number of issues (RHS) bonds with bonds is also rising, which was not the case in other months this year. • In Asian markets, supply and demand are nicely balanced, with investors looking out for assets, and issuers wanting to lock in long-term funding and sell riskier products while appetite is high and rates are low. Most market Top 10 corporate bond issuers, YTD April 2017 (US$b) participants expect a fairly benign 2017, which will drive Asian new issues to new heights. Source: Thomson ONE. Opportunities Issuer Nation Industry Proceeds • Bankers expect issuance levels to remain strong into mid-May, when the Microsoft Corp US High technology 17.0 blackout period occurs. • Refinancings are likely to continue to dominate, as conditions are strong Broadcom Corp US High technology 13.6 enough to keep supporting tighter margins. Verizon Communications US Telecommunications 11.0 Global bond issuance by industry, YTD 2017 Inc Source: Thomson ONE. Apple Inc US High technology 11.0

Media and entertainment AT&T Inc US Telecommunications 10.5 Retail Health care China Railway Corp China Industrials 8.7 Materials Deutsche Telekom Netherlands Telecommunications 7.6 Consumer products and services International Consumer staples Real estate Siemens NV Netherlands High technology 7.5 Telecommunications High technology Telefonica Emisiones S.A.U Spain Telecommunications 6.2 Industrials State Power Investment China Energy and power 5.7 Energy and power Corp 0 50 100 Proceeds (US$b)

11 Private Equity Capital Briefing Appendices Appendix A Global PE fundraising activity

Global PE fundraising (in US$b)

Commitments (US$b) Number of funds $700 1,200

$600 1,000

$500 800

$400

600

$300

400 $200

200 $100

$0 0 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 YTD 2017

Source: Preqin

Dry powder — buyout funds — by region (in US$b)

North America Europe Asia-Pacific and rest of world Asia-Pacific and rest of world as percentage of total

$600 16%

14% $500

12%

$400 10%

$300 8%

6% $200

4%

$100 2%

$0 0% 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 YTD 2017

Source: Preqin

13 Private Equity Capital Briefing Appendix A Global PE acquisition activity

PE acquisitions by year (in US$b)

Value Number of deals

$800 4,000

$700 3,500

$600 3,000

$500 2,500

$400 2,000

$300 1,500

$200 1,000

$100 500

$0 0 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 YTD 2017

Source: Dealogic

Global PE value and volume — quarterly trend (in US$b)

Value Number of deals

$140 700

$120 600

$100 500

$80 400

$60 300

$40 200

$20 100

$0 0 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17

Source: Dealogic

14 Private Equity Capital Briefing Appendix A Global PE acquisition activity by region — Americas

Americas PE acquisitions (in US$b)

Value Number of deals

$80 350

$70 300

$60 250

$50 200 $40 150 $30

100 $20

$10 50

$0 0 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17

Source: Dealogic

Americas PE acquisitions — the top deals with disclosed financial terms in 2017

Announcement Completion Company Sector Value (US$b) Acquiror date date

10-Feb-17 Aon Hewitt LLC (HR BPO Platform) Technology $4.8 Blackstone Group LP

13-Mar-17 DH Corp. Technology $3.4 Vista Equity Partners LLC

27-Mar-17 Diversey Inc. Consumer products $3.2 Bain Capital LLC

14-Mar-17 21-Apr-17 Air Methods Corp. Transportation $2.5 American Securities LLC

17-Mar-17 USI Insurance Services LLC Insurance $2.5 KKR & Co. LP

12-Jan-17 1-Mar-17 Eagleford shale assets Oil and gas $2.1 Blackstone Group LP 17-Apr-17 EagleClaw Midstream Services LLC Utilities $2.0 Blackstone Group LP 14-Apr-17 14-Apr-17 Ascend Learning LLC Technology $2.0 Blackstone Group LP 17-Jan-17 Leslie's Poolmart Inc. Consumer products $1.8 Catterton Management Co. LLC

20-Feb-17 20-Feb-17 US property portfolio Real estate $1.7 Blackstone Group LP

Source: Dealogic

15

Private Equity Capital Briefing Appendix A Global PE acquisition activity by region — EMEA

EMEA PE acquisitions (in US$b)

Value Number of deals

$50 300

$45 250 $40

$35 200 $30

$25 150

$20 100 $15

$10 50 $5

$0 0 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17

Source: Dealogic

EMEA PE acquisitions — the top deals with disclosed financial terms in 2017

Announcement Completion Company Sector Value (US$b) Acquiror date date

23-Feb-17 Stada Arzneimittel AG Health care $5.0 Cinven Ltd.; Advent International Corp.

12-Apr-17 Refresco Group NV Food and beverage $2.2 PAI Partners SAS

22-Jan-17 Cerba HealthCare SASU Health care $1.9 Partners Group Holding AG

7-Mar-17 Allfunds Bank SA Finance $1.9 Hellman & Friedman LLC

Mubadala Development Co. (Private equity portfolio worth 20-Apr-17 20-Apr-17 US$2.5b) Finance $1.8 Ardian SA Property Portfolio (German 20-Mar-17 and Dutch property portfolio) Real estate $1.4 Blackstone Group LP

Bradford & Bingley plc 31-Mar-17 31-Mar-17 (Mortgage loans portfolio) Finance $1.2 Blackstone Group LP

30-Mar-17 30-Mar-17 Corialis International SA/NV Metal and steel $1.1 CVC Capital Partners Ltd.

31-Mar-17 Novo Banco SA Finance $1.1 Lone Star Global Acquisitions Ltd. Compania Logistica de 31-Mar-17 Hidrocarburos SA CLH Oil and gas $1.1 CVC Capital Partners Ltd.

Source: Dealogic

Private Equity Capital Briefing 16 Appendix A Global PE acquisition activity by region — Asia-Pacific

Asia-Pacific PE acquisitions (in US$b)

Value Number of deals

$30 140

120 $25

100 $20

80 $15 60

$10 40

$5 20

$0 0 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17

Source: Dealogic

Asia-Pac PE acquisitions — the top deals with disclosed financial terms in 2017

Announcement Completion Company Sector Value (US$) Acquiror date date Belle International Holdings CDH China Holdings 28-Apr-17 Ltd. Consumer products $5.8 Management Co. Ltd. McDonald's China Carlyle Group LP; 8-Jan-17 Management Ltd. Dining & lodging $2.1 CITIC Capital Partners Ltd. Daesung Industrial Gases 24-Feb-17 24-Mar-17 Co. Ltd. Chemicals $1.6 MBK Partners Ltd. 26-Apr-17 Hitachi Kokusai Electric Inc. Telecommunications $1.5 KKR & Co. LP 13-Jan-17 22-Mar-17 Hitachi Koki Co. Ltd. Consumer products $1.2 KKR & Co. LP Canada Pension Plan 25-Apr-17 Nord Anglia Education Inc. Professional services $1.2 Investment Board-CPPIB Canada Pension Plan 28-Mar-17 28-Mar-17 Bharti Infratel Ltd. Telecommunications $0.9 Investment Board-CPPIB Affinity Equity Partners (HK) Ltd. 1-Feb-17 Hyundai Card Co Ltd. Finance $0.6 Carlyle Group LP

6-Apr-17 Zhaopin Ltd. Technology $0.4 FountainVest Partners

24-Mar-17 TASAKI & Co. Ltd. Retail $0.4 MBK Partners Ltd.

Source: Dealogic

17 Private Equity Capital Briefing Appendix A Global PE exit activity

Global PE-backed exits by M&A — value and volume — quarterly trend (in US$b)

Value Number of deals

$140 350

$120 300

$100 250

$80 200

$60 150

$40 100

$20 50

$0 0 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17

Source: Dealogic

Global PE-backed IPOs — value and volume — quarterly trend (in US$b)

Value Number of deals

$45 90

$40 80

$35 70

$30 60

$25 50

$20 40

$15 30

$10 20

$5 10

$0 0 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17

Source: Dealogic

18 Private Equity Capital Briefing Appendix A Global PE exit activity — Americas

Americas PE exits (in US$b)

M&A value IPO value M&A volume IPO volume

$90 160

$80 140 $70 120 $60 100 $50 80 $40 60 $30 40 $20

$10 20

$0 0 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17

Source: Dealogic

Americas PE exits — top exits 2017

Announcement Completion Company Sector Value (US$b) Sponsor Type or filing date or priced date

6-Jan-17 31-Jan-17 Invitation Homes Inc. Real estate $6.3 Blackstone Group LP IPO AdvancePierre Foods 25-Apr-17 Holdings Inc. Food and beverage $4.3 Oaktree Capital Group LLC M&A Surgical Care Affiliates 9-Jan-17 24-Mar-17 Inc. Health care $3.5 TPG Capital LP M&A

19-Dec-16 26-Jan-17 Jagged Peak Energy Inc. Oil and gas $3.2 Quantum Energy Partners IPO

13-Feb-17 28-Apr-17 ZELTIQ Aesthetics Inc. Health care $2.5 Frazier Healthcare Partners M&A USI Insurance Services 17-Mar-17 LLC Insurance $2.5 Onex Corp. M&A

1-Jun-16 26-Jan-17 JELD-WEN Holding Inc. Construction/building $2.4 Onex Corp. IPO Sterling Partners Inc.; Private Equity; KKR & Co. LP; 2-Oct-15 31-Jan-17 Laureate Education Inc. Professional services $2.4 Snow Phipps Group LLC IPO Multi Packaging Solutions Carlyle Group LP; 24-Jan-17 International Ltd. Forestry and paper $2.3 Madison Dearborn Partners LLC M&A Weston Presidio Capital; Peterson Partners LP; 6-Feb-17 10-Apr-17 Azul SA Transportation $2.2 TPG Capital LP IPO

Source: Dealogic

19 Private Equity Capital Briefing Appendix A Global PE exit activity — EMEA

EMEA PE exits (in US$b)

M&A value IPO value M&A volume IPO volume

$70 160

$60 140

120 $50 100 $40 80 $30 60 $20 40

$10 20

$0 0 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17

Source: Dealogic

EMEA PE exits — top exits 2017

Announcement Completion or Company Sector Value (US$b) Sponsor Type or filing date priced date

7-Feb-17 3-Apr-17 Mauser Group NV Chemicals $2.3 Clayton Dubilier & Rice LLC M&A

Cerba HealthCare 22-Jan-17 20-Apr-17 SASU Health care $1.9 PAI Partners SAS M&A

Warburg Pincus LLC; 7-Mar-17 Allfunds Bank SA Finance $1.9 General Atlantic LLC M&A

18-Apr-17 Weetabix Ltd. Food and beverage $1.8 Baring Private Equity Asia Ltd. M&A Kemble Water Holdings Macquarie Infrastructure & 14-Mar-17 Ltd. Utilities $1.6 Real Assets Pty Ltd M&A Lone Star Global Acquisitions 6-Mar-17 28-Mar-17 Neinor Homes SAU Real estate $1.4 Ltd. IPO Vanderlande Industries 23-Mar-17 BV Machinery $1.3 NPM Capital NV M&A

Corialis International 30-Mar-17 30-Mar-17 SA/NV Metal and steel $1.1 Advent International Corp. M&A

Compania Logistica de 31-Mar-17 3-Apr-17 Hidrocarburos SA CLH Oil and gas $1.1 Ardian SA M&A Beacon Rail Leasing Pamplona Capital Management 9-Apr-17 9-Apr-17 Ltd. Finance $1.1 LLP M&A

Source: Dealogic

20 Private Equity Capital Briefing Appendix A Global PE exit activity — Asia-Pacific

Asia-Pacific PE exits (in US$b)

M&A value IPO value M&A volume IPO volume

$45 45

$40 40

$35 35

$30 30

$25 25

$20 20

$15 15

$10 10

$5 5

$0 0 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 4Q14 1Q15 2Q15 3Q15 4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17

Source: Dealogic

Asia-Pacific PE exits — top exits 2017

Announcement Completion or Company Sector Value (US$b) Sponsor Type or filing date priced date

16-Mar-17 Alinta Holdings Utilities $3.1 TPG Capital LP M&A ING Life Insurance 23-Mar-17 24-Apr-17 Korea Ltd. Insurance $2.4 MBK Partners Ltd. IPO Capital Leisure and Partners; 28-Feb-17 USJ Co. Ltd. recreation $2.3 MBK Partners Ltd. M&A Daesung Industrial Goldman Sachs Capital 24-Feb-17 24-Mar-17 Gases Co. Ltd. Chemicals $1.6 Partners M&A CDH China Holdings China Modern Dairy Management Co. Ltd.; 5-Jan-17 22-Mar-17 Holdings Ltd. Agribusiness $1.5 KKR & Co. LP M&A Sushiro Global 22-Feb-17 21-Mar-17 Holdings Ltd. Dining and lodging $0.9 Permira Ltd. IPO Professional 8-Feb-17 13-Mar-17 Macromill Inc. services $0.7 Bain Capital LLC IPO Zhejiang Uniview Computers and 6-Apr-17 6-Apr-17 Technologies Co. Ltd. electronics $0.5 Bain Capital LLC M&A Crystal Orange Hotel 27-Feb-17 Holdings Ltd. Dining and lodging $0.5 Carlyle Group LP M&A

6-Feb-17 6-Feb-17 Yongle Tape Co., Ltd Chemicals $0.2 Shaw Kwei & Partners Ltd. M&A

Source: Dealogic

21 Private Equity Capital Briefing Capital Briefing Appendix A M&A activity monthly flash

Volume Value Volume Value

Calendar YTD % ∆ Calendar YTD % ∆ LTM LTM % ∆ LTM LTM % ∆ YTD YTD

2016 2017 2015 2016 2017

J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O N D J F M A

2017 vs. 2016 2017 vs. 2016 LTM vs. PTM LTM vs. PTM (to April 17) (to April 16) (to April 17) (to April 16) (to April 17) (to April 16) (to April 17) (to April 16)

M&A activity by areas and regions

Global 11,763 -7% 953,873 9% 35,603 -5% 3,593,074 -8%

Americas 4,460 -6% 545,166 16% 13,218 -9% 2,162,617 -5% Canada 613 -27% 68,135 -22% 2,440 -3% 216,802 -1% MeCAR 69 -22% 6,139 -27% 215 -18% 18,490 -36% SA region 256 -22% 21,561 -23% 807 -26% 78,893 4% US 3,627 -4% 476,117 19% 10,457 -13% 1,978,215 -5%

EMEA 4,372 -8% 383,001 47% 12,807 -3% 1,300,046 8% Africa 198 -20% 10,308 -5% 570 -13% 47,365 41% BeNe 266 -8% 44,882 249% 823 -13% 124,794 -44% CIS 224 -25% 6,576 -44% 823 -13% 59,082 5% CSE 202 -44% 9,152 -41% 887 -18% 46,665 0% FraLux 766 -6% 90,145 165% 2,266 -3% 193,769 24% GSA 773 -1% 80,336 0% 2,257 -4% 311,362 47% Israel 94 3% 19,091 320% 244 -8% 38,361 -28% Mediterranean 469 8% 64,248 82% 1,391 -7% 150,315 -7% MENA 85 -33% 26,344 913% 277 -23% 87,621 266% Nordics 515 17% 9,054 -54% 1,394 7% 65,755 25% UK&I 1,193 -3% 72,827 25% 3,597 4% 322,137 -26%

Asia-Pacific 4,291 -5% 267,231 -24% 13,665 -3% 1,049,156 -11% ASEAN 570 2% 21,394 -23% 1,830 5% 80,028 11% Greater China 1,954 19% 157,654 -34% 5,618 -3% 599,864 -23% India 319 -23% 28,091 73% 1,081 -21% 82,216 65% Japan 979 -2% 40,106 -15% 3,062 -2% 177,446 3% Korea 188 -60% 15,143 -23% 1,120 -16% 60,122 -20% Oceania 510 -5% 21,105 -10% 1,637 -5% 102,765 13%

M&A activity by sectors Aerospace and defense 102 -15% 16,343 153% 344 -7% 40,615 22% Automotive and transportation 830 -4% 58,833 -46% 2,436 -6% 209,027 -30% Banking and capital markets 712 -15% 77,124 -10% 2,168 -13% 281,523 -33% Consumer products and retail 1,678 -11% 158,770 44% 5,159 -8% 444,957 -27% Diversified industrial products 1,566 -4% 130,956 -5% 4,835 -3% 534,180 18% Government and public sector 211 -5% 3,954 -37% 598 -11% 22,478 -10% Insurance 340 -4% 26,909 -11% 1,019 -12% 136,069 -46% Life sciences 772 -9% 130,245 14% 2,356 -7% 396,189 -8% Media and entertainment 752 -12% 20,887 -56% 2,279 -12% 216,680 -27% Mining and metals 659 -5% 26,699 -11% 2,116 3% 115,888 -18% Oil and gas 435 -6% 153,149 129% 1,421 -1% 520,808 89% Other sectors 1,421 -3% 26,416 -51% 3,961 -10% 105,888 -29% Power and utilities 452 -4% 53,871 -24% 1,414 -3% 257,033 19% Provider care 401 2% 20,918 46% 1,142 -4% 70,023 38% Real estate 1,126 -6% 72,556 19% 3,388 -1% 255,535 22% Technology 3,334 0% 129,028 -20% 9,604 -3% 610,126 -16% Telecommunications 225 -1% 38,975 34% 709 -8% 280,598 94% Wealth and asset management 283 -18% 19,886 81% 962 -6% 60,535 56%

Regions’ M&A numbers represent a summation of domestic, inbound and outbound M&A activity involving the region. Sectors’ numbers represent involvement from either side, i.e., target or acquiror, except in the case of wealth and asset management, where only target-side involvement has been mapped. M&A analysis as at 1 May 2017. Source: Dealogic. All Rights Reserved. Note: data is continually updated and therefore subject to change.

22 Private Equity Capital Briefing Appendix B M&A multiples and bid premium

Median deal multiple — EV / EBITDA Global Americas Asia-Pacific EMEA LTM PTM LTM PTM LTM PTM LTM PTM (to Apr 17) (to Apr 16) (to Apr 17) (to Apr 16) (to Apr 17) (to Apr 16) (to Apr 17) (to Apr 16)

Aerospace and defense 13.6x 11.3x 10.3x 9.1x 11.2x 14.1x 15.5x 11.6x Automotive and transportation 9.5x 9.2x 8.5x 11.5x 9.8x 9.9x 10.4x 8.4x Consumer products and retail 10.5x 11.0x 11.1x 10.7x 11.9x 11.9x 9.6x 10.4x Diversified industrial products 9.7x 9.9x 10.8x 10.8x 10.7x 10.5x 8.1x 9.3x Financial services 10.5x 10.3x 13.0x 12.3x 8.8x 7.9x 8.7x 9.6x Government and public sector 8.2x 11.1x 8.2x 6.6x 10.5x 11.2x 7.2x 11.4x Healthcare 10.0x 11.8xx 11.6x 10.3x 15.7x 17.5x 8.3x 11.0x Life sciences 11.9x 11.2x 8.2x 9.5x 12.2x 8.3x 12.2x 12.3x Media and entertainment 13.5x 11.8x 11.4x 12.7x 19.6x 11.0x 12.0x 10.8x Mining and metals 9.9x 12.3x 9.9x 9.7x 10.4x 15.6x 9.0x 11.5x Oil and gas 8.5x 8.5x 9.8x 7.7x 8.0x 10.9x 8.7x 9.0x Other sectors 8.9x 8.2x 10.7x 7.8x 14.2x 9.0x 5.6x 11.2x Power and utilities 9.3x 9.5x 11.9x 10.5x 9.0x 10.7x 8.7x 7.9x Real estate 11.0x 10.1x 12.4x 10.4x 12.8x 10.3x 10.0x 10.0x Technology 10.9x 11.3x 11.8x 13.2x 11.7x 11.6x 10.0x 10.2x Telecommunications 8.2x 7.4x 10.1x 6.9x 7.9x 9.9x 7.9x 7.4x Total 10.2x 10.4x 11.2x 10.5x 10.7x 11.0x 9.1x 9.8x

Median bid premium to four-week stock price Global Americas Asia-Pacific EMEA LTM PTM LTM PTM LTM PTM LTM PTM (to Apr 17) (to Apr 16) (to Apr 17) (to Apr 16) (to Apr 17) (to Apr 16) (to Apr 17) (to Apr 16)

Aerospace and defense 35% 22% 50% 14% 30% 31% 29% - Automotive and transportation 19% 16% 27% 25% 18% 11% 8% 9% Consumer products and retail 17% 23% 27% 32% 14% 17% 15% 26% Diversified industrial products 23% 19% 30% 29% 23% 17% 19% 24% Financial services 19% 26% 24% 30% 15% 10% 15% 13% Government and public sector 27% 22% 31% 44% 16% 18% 23% 16% Healthcare 16% 18% 18% 28% 5% 10% 19% 17% Life sciences 25% 22% 25% 34% 29% 16% 16% 2% Media and entertainment 27% 25% 42% 38% 14% 19% 12% 14% Mining and metals 22% 16% 27% 24% 17% 12% 25% 14% Oil and gas 23% 25% 31% 28% 21% 19% 12% 30% Other sectors 17% 25% 16% 27% 21% 24% 19% 20% Power and utilities 21% 21% 30% 30% 13% 21% 36% 14% Real estate 25% 14% 27% 13% 24% 15% 19% 8% Technology 24% 23% 34% 31% 18% 16% 18% 22% Telecommunications 12% 22% 43% 26% 10% 27% 10% 15% Total 22% 21% 29% 30% 18% 17% 17% 17%

Deal multiples greater than 30x and bid premium greater than 100% have been excluded from calculation of median. M&A analysis as at 1 May 2017. Source: Dealogic. All Rights Reserved. Note: data is continually updated and therefore subject to change.

23 Private Equity Capital Briefing Appendix C Capital Confidence Barometer (April 2017): by area

Respondents who expect their company to pursue acquisitions in the next 12 months

Global Americas EMEA

100% 100% 100%

81%

75% 75% 67% 75% 62% 59% 57% 57% 56% 56% 54% 50% 50% 48% 47% 46% 50% 50% 50% 44% 40% 34% 30%

25% 25% 25%

0% 0% 0% Oct 14 Apr 15 Oct 15 Apr 16 Oct 16 Apr 17 Oct 14 Apr 15 Oct 15 Apr 16 Oct 16 Apr 17 Oct 14 Apr 15 Oct 15 Apr 16 Oct 16 Apr 17

Asia-Pacific China Germany

100% 100% 100%

75% 75% 75% 61% 57% 56% 56% 49% 51% 50% 47% 46% 50% 45% 44% 50% 43% 43% 50% 38% 40% 38%

28% 28%

25% 25% 25%

0% 0% 0% Oct 14 Apr 15 Oct 15 Apr 16 Oct 16 Apr 17 Oct 14 Apr 15 Oct 15 Apr 16 Oct 16 Apr 17 Oct 14 Apr 15 Oct 15 Apr 16 Oct 16 Apr 17

Japan UK US

100% 100% 100%

74% 75% 75% 68% 75% 75% 61% 61% 63% 58% 59% 57% 51% 52% 48% 50% 43% 50% 42% 50% 35% 33% 31%

25% 25% 16% 25%

0% 0% 0% Oct 14 Apr 15 Oct 15 Apr 16 Oct 16 Apr 17 Oct 14 Apr 15 Oct 15 Apr 16 Oct 16 Apr 17 Oct 14 Apr 15 Oct 15 Apr 16 Oct 16 Apr 17

24 Private Equity Capital Briefing Notes

25 Private Equity Capital Briefing Notes

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