October 2013

1. Global Private Equity – Europe and Beyond Marc St John, Partner October 2013

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3. Agenda • CVC Fund VI Raise: Strategy, Tactics, Results & Lessons Learned • Europe as an Investment Opportunity • Managing a Global Private Equity Business • The Case for Private Equity

4. CVC Fund VI Raise: Strategy, Tactics, Results & Lessons Learned I.

5. CVC Fund VI Raise – Strategy • De-risk the PE Business as Quickly as Possible • Create Momentum • Supply / Demand Cover • Drive Terms • Sell Europe

6. CVC Fund VI Raise – Tactics • Keep the Ball in the Others’ Court as Much as Possible • Numbers / Documents in the Data Room • Full Firm Involvement • Core Messages Internalised • Consistent Messaging

7. CVC Fund VI Raise – Results 6 Months from Launch to Closing

8. CVC Fund VI Raise – Results 33 • Countries Visited During the Fund Raise

9. CVC Fund VI Raise – Results 891 • Number of Individual Investor Meetings

10. CVC Fund VI Raise – Results 1,504 • Number of Times DD Pack Downloaded

11. CVC Fund VI Raise – Results 117,012 • Miles Travelled during March by MSJ

12. CVC Fund VI Raise – Results $1,000,000,000 • Largest Commitment

13. CVC Fund VI Raise – Results c.$8,000,000,000 • Commitments Processed Between • 28 June and 5 July

14. CVC Fund VI Raise – Results 166 • Unique Side Letters Negotiated

15. CVC Fund VI Raise – Results $18,200,000,000 • Demand for $13,650,000,000 Available

16. CVC Fund VI Raise – Lessons Learned • Keys to Success: • Preparation • Right Counsel • Quality of Relationship • Momentum • Bifurcation in the Market

17. Europe as an Investment Opportunity II.

18. Europe – Macro to Micro Macro The Euro and the Banking System Midi The Economies Micro The Companies

19. Macro – European Union • EU: a Poorly-Constructed Currency Union • Formed just Before an Unprecedented Credit Boom • Capital Flowed from North to South

20. Macro – Though there are some Headwinds… “The Eurozone: Tale of a Bad Marriage”, Presentation to CVC by Martin Wolf (12 Sep 2013) Associate Editor & Chief Economics Commentator, Financial Times • Happy Honeymoon – in the first decade, members had a honeymoon, in which everybody, alas, got what they wanted, laying the ground for an acute crisis: • Countries with historically low credibility and high interest rates enjoyed low interest rates, surging capital inflows and booming economies: they spent on their partners’ credit • Countries with an historic attachment to export surpluses got improved competitiveness and apparently good investment opportunities for their surplus funds • Bad Marriage – a number of very different economies and polities decided to share a single money, but they did not agree to share a fiscal system or a banking system

21. Macro – Though there are some Headwinds… • Why it is Hard to Save the Marriage – challenges to be met include: • Debt write-offs • Financing • Structural Reforms and Divergent Inflation • Reforms in relation to Banking, Fiscal and Political Union • Obstacles to action are Economic, Ideological and Political Good marriage Unlikely; Divorce remains a Possibility; Bad Marriage most likely Outcome • Will take a lot of Reform, both Economic and Political • Will take at least a Decade

22. Midi – The Global Competitiveness of European Economies • Institutions • Infrastructure • Macroeconomic Environment • Health and Primary Education • Higher Education and Training • Goods Market Efficiency • Labour Market Efficiency • Financial Market Development • Technological Readiness • Market Size • Business Sophistication • Innovation Global Competitiveness Index (2012-2013) Metrics Source: The Global Competitiveness Report, 2012-2013. World Economic Forum.

23. Micro – The Hidden Champions of Europe • Leader in its market • Less than $7 billion in sales • Low public visibility What Is a “Hidden Champion”? Number of Hidden Champions Source: “Hidden Champions”, Professor Hermann Simon.

24. Managing a Global Private Equity Business III.

25. CVC Capital Partners Our Approach • Small Locally-Rooted Teams with Embedded Senior Oversight • Compensation Aligned with Performance • Over-Resourcing

26. Small Locally-Rooted Teams 20 Offices Globally Singapore FIG Operations Operations FIG Financing FIG Madrid Zurich Frankfurt Operations TMT Paris Hong Kong Financing Shanghai Seoul Brussels Milan Stockholm New York Jersey London Amsterdam Luxembourg Copenhagen Bangkok Beijing Tokyo Operations

27. Aligned Compensation Same Principles as We Apply to Our Portfolio Company Managers • Compensation Tied to Investment Performance • Performance Measured at Level of Investment • Own Money at Stake

28. Over-Resourcing

29. The Case for Private Equity IV.

30. Private Equity performance vs. Listed Equity – Net to LPs PE-backed Investments Outperform Listed Companies over Time Source: Cambridge Associates, Q1 2013 Notes: (1) Global Private Equity Only Fund Index Summary: End-to-End Pooled Return, net of fees, expenses and carried interest

31. How does PE do it? PE Investors Bring a Unique Business Model and an Effective Toolkit to do the Job • Single Shareholder • Alignment of Interest • This is All We Do / Simple Fixes • Access to Expertise • Leverage • Exit Options