EDITION A MERGERMARKET REPORT ON GLOBAL M&A ACTIVITY MONTHLY M&A INSIDER JULY 2014

Transcription

1 Q2 EDITION A MERGERMARKET REPORT ON GLOBAL M&A ACTIVITY MONTHLY M&A INSIDER JULY 214

2 GLOBAL OVERVIEW LATIN AMERICA NORTH AMERICA ASIA-PACIFIC EUROPE MIDDLE EAST & AFRICA ABOUT MERRILL CORPORATION & MERRILL DATASITE MERRILL CORPORATION CONTACTS Monthly M&A Insider July

3 GLOBAL OVERVIEW Global dealmaking activity in Q2 214 progressed over the same time last year. While quarter-overquarter volume increased only 6%, overall deal value increased by a robust 72%. On the whole, Q2 214 saw 3,727 deals worth US$957bn compared to Q2 213 that saw 3,515 worth US$555bn. The revival is mostly evident in North America where M&A is up 128% in terms of value and 28% in terms of volume over the same time period last year. Asia-Pacific also saw noteworthy activity by increasing 46% by value and 7% by volume. Comparatively, Europe had a more muted rebound with value increasing only 43% and volume decreasing 5%. Megadeals Abound in TMT North America saw its fair share of deals that listed in the top 1 that carried hefty price tags. The largest global deal for the quarter saw US-based telecommunications holding company AT&T acquire DIRECTV, provider of entertainment content and general digital TV broadcasting for US$65.5bn. This deal certainly cannot compare to last year s colossal deal between Verizon and Vodafone weighing in at a considerable US$124bn, but contributes to the overall impressive activity seen in the TMT sector. The sector also saw a substantial amount of activity earlier this year in Q1 with Comcast acquiring Time Warner Cable for US$68.5bn. Tied for second place in the top 1 deals for the quarter were two Pharmaceutical deals with the same value of US$45.9bn. The first of which was in North America and saw Valeant Pharmaceuticals, a Canada-based pharmaceutical company, launch a tender offer to acquire a 9.29% stake in Allergan, a US-based multi-specialty healthcare company. This transaction is in line with Valeant s strategy to expand its position in the emerging markets and in sectors such as ophthalmology, dermatology, aesthetics, and dental. The second cross-border deal in Europe saw Medtronic, Inc. enter a definitive agreement to acquire Covidien Plc. Once complete, this transaction will enable Medtronic to create a company that has a comprehensive product portfolio and broad global reach to improve healthcare outcomes. Be on the lookout for other major pharmaceutical companies that can afford to pay big premiums and who are looking to acquire companies that will fill their drug pipelines. Pharma, Medical and Biotech s Climb Continues Two megadeals seen in the Pharmaceutical, Medical and Biotech sector contributed to the rapid movement in the sector and helped increase their share of the market in terms of value to 21%, a prominent leap from the same period last year, when the sector represented 11%. Quarter-over-quarter total deal value increased in this space by 199% in value and 9% in volume to 281 deals worth a sturdy US$194bn in Q2 214 from 258 deals worth US$65bn in Q3 213, the largest sector-wide deal value for the quarter. Head of Research: Elias Latsis Editor: Laura Resetar For advertising opportunities contact: Erik Wickman Tel: + (1) erik.wickman@mergermarket.com Global overview: Laura Resetar and Lana Vilner Latin America: Fabio Lopes and Raquel Mozzer North America: Urna Chakraborty and Demis Memedoski Asia-Pacific: Hiro Mak and Brandon Taylor Europe: Lucia Costa and Ewa Liksztet Middle East & Africa: Silvia Paparello and Andrea Putaturo Monthly M&A Insider July 1

4 LEAGUE TABLES TOP 2 GLOBAL FINANCIAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Value Value change (%) 1 2 Goldman Sachs 393, , % 2 3 Morgan Stanley 284, , % 3 6 Bank of America Merrill Lynch 271, ,88 267% 4 7 Lazard 29, ,686 2% 5 1 Citi 185, , % 6 4 Barclays 167, , % 7 1 JPMorgan 144, , % 8 8 Credit Suisse 133, , % 9 5 Deutsche Bank 87, , % 1 13 Rothschild 85, , % BNP Paribas 8, , % Perella Weinberg Partners 75, , % 13 2 RBC Capital Markets 72, ,36 47% UBS Investment Bank 71, , % Societe Generale 67, , % 16 - Zaoui & Co 59, HSBC 47, , % Somerley 46, ,79 1,128% CITIC Securities 46, , % 2 75 China Securities 43, ,85 1,454% TOP 2 GLOBAL FINANCIAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Deal count Deal count change 1 4 Goldman Sachs 393, Morgan Stanley 284, Citi 185, KPMG 16, PwC 9, JPMorgan 144, Bank of America Merrill Lynch 271, Rothschild 85, Deloitte 3, Barclays 167, Lazard 29, Credit Suisse 133, Deutsche Bank 87, RBC Capital Markets 72, UBS Investment Bank 71, EY 12, Jefferies 18, Evercore Partners 24, Houlihan Lokey 11, Macquarie Group 2, The financial adviser league tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. The tables cover all sectors and are based on the geography of either the target, bidder or seller being Global. GLOBAL OVERVIEW Monthly M&A Insider July 2

5 LEAGUE TABLES TOP 2 GLOBAL LEGAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Value Value change (%) 1 15 Sullivan & Cromwell 235, ,189 79% 2 9 Cleary Gottlieb Steen & Hamilton 227, ,967 47% 3 5 Freshfields Bruckhaus Deringer 223, , % 4 1 Skadden Arps Slate Meagher & Flom 189, ,73 132% 5 22 Blake, Cassels & Graydon 132, , % 6 23 Weil Gotshal & Manges 121, ,83 424% 7 7 Simpson Thacher & Bartlett 113, ,837 16% 8 19 Jones Day 16, , % 9 2 Latham & Watkins 14, , % 1 16 Wachtell, Lipton, Rosen & Katz 9, ,68 216% 11 3 Linklaters 88, , % Debevoise & Plimpton 85, ,98 1,335% Shearman & Sterling 84, ,53 663% Slaughter and May 8, , % Arnold & Porter 7, ,48% Kirkland & Ellis 68, , % 17 - Harris Wiltshire & Grannis 65, Osler, Hoskin & Harcourt 64, , % 19 4 Davis Polk & Wardwell 62, , % 2 8 White & Case 6, , % TOP 2 GLOBAL LEGAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Deal count Deal count change 1 6 Jones Day 16, Kirkland & Ellis 68, Latham & Watkins 14, DLA Piper 9, Freshfields Bruckhaus Deringer 223, White & Case 6, Linklaters 88, King & Wood Mallesons 21, Clifford Chance 36, Weil Gotshal & Manges 121, Baker & McKenzie 25, Norton Rose Fulbright 13, Skadden Arps Slate Meagher & Flom 189, Allen & Overy 39, Simpson Thacher & Bartlett 113, Shearman & Sterling 84, CMS 1, Sullivan & Cromwell 235, Hogan Lovells International 33, Herbert Smith Freehills 17, The legal adviser league tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and include lapsed and withdrawn deals. The tables cover all sectors and are based on the geography of either the target, bidder or seller being Global. GLOBAL OVERVIEW Monthly M&A Insider July 3

6 LEAGUE TABLES ACTIVITY TABLE OF PRIVATE EQUITY FIRMS ON GLOBAL BUYOUTS Ranking Q2 214 Company name Value Deal count 1 Kohlberg Kravis Roberts & Co 13, Temasek Holdings 8, Blackstone Group 8, HgCapital 6, CVC Capital Partners 4, Cinven 4, = Hopu Investment Management Co 4, 1 7= Leonard Green & Partners 4, 1 9 Warburg Pincus 3, Oak Hill Capital Partners 3, Astorg Partners 3, Ardian 2, Golden Gate Capital 2, Triton Partners 2, Clayton, Dubilier & Rice 2,561 2 Ranking Q2 214 Company name Value Deal count 1 Kohlberg Kravis Roberts & Co 13, Temasek Holdings 8, CVC Capital Partners 4, Warburg Pincus 3, The Carlyle Group 1, LDC PAI Partners 1, Nordic Capital 1, Sequoia Capital Blackstone Group 8, Ardian 2, TPG Capital 1, Summit Partners 1, Insight Venture Partners 1, Morgan Stanley Private Equity 71 4 The private equity buyout activity tables by value and volume are based on private equity firms advising the bidder on buyout deals where the dominant geography of the target company is Global. The tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. ACTIVITY TABLE OF PRIVATE EQUITY FIRMS ON GLOBAL EXITS Ranking Q2 214 Company name Value Deal count 1 Kohlberg Kravis Roberts & Co 22, AlpInvest Partners 19,6 2 3 GS Capital Partners 17, TPG Capital 13, Blackstone Group 13, The Carlyle Group 9, Cinven 7, Apax Partners 7, HgCapital 7, Canada Pension Plan Investment Board 7, 2 11 Pamlico Capital 6, = Credit Suisse 6, = Madison Dearborn Partners 6, = North Cove Partners 6, Global Infrastructure Partners 5,995 1 Ranking Q2 214 Company name Value Deal count 1 Accel Partners The Carlyle Group 9, i Group 2, GS Capital Partners 17, Battery Ventures Austin Ventures New Enterprise Associates Draper Fisher Jurvetson TA Associates Management Bessemer Venture Partners Mayfield Fund North Bridge Venture Partners Google Ventures Kohlberg Kravis Roberts & Co 22, Cinven 7,63 3 The private equity exit activity tables by value and volume are based on private equity firms advising the vendor on exit deals where the dominant geography of the target company is Global. The tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. GLOBAL OVERVIEW Monthly M&A Insider July 4

7 TREND GRAPHS GLOBAL M&A QUARTERLY TREND GLOBAL M&A QUARTERLY PRIVATE EQUITY TREND 1,4 4, ,2 4, 35 8 Value (US$bn) 1, ,5 3, 2,5 2, 1,5 1, Number of deals Value (US$bn) Number of deals Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q Total value Mid-market value Total volume Mid-market volume Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q Buyout value Exit value Buyout volume Exit volume GLOBAL M&A ANNUAL TREND GLOBAL M&A ANNUAL PRIVATE EQUITY TREND 4, 18, 9 3,5 3,5 16, 8 3, Value (US$bn) 3, 2,5 2, 1,5 1, 14, 12, 1, 8, 6, 4, Number of deals Value (US$bn) ,5 2, 1,5 1, Number of deals 5 2, H H1 214 Total value Mid-market value Total volume Mid-market volume Buyout value Exit value Buyout volume Exit volume GLOBAL OVERVIEW Monthly M&A Insider July 5

8 TREND GRAPHS GLOBAL M&A GEOGRAPHIC BREAKDOWN Q % 1.5% 4.2% 45.5% North America Europe Asia-Pacific Central & South America Middle East & Africa 22.5% 3.% 2.7% 34.8% North America Europe Asia-Pacific Central & South America Middle East & Africa 29.9% 37.% GLOBAL M&A SECTOR BREAKDOWN Q % 1.5% 2.8% 5.2% 3.1% 2.8% 2.6% 14.3% 21.3% 8.9% 8.3% 5.4% 6.1% 16.% 3.2% Industrials & Chemicals Technology Consumer Energy, Mining & Utilities Business Services Financial Services Pharma, Medical & Biotech Media Leisure Transportation Construction Real Estate Telecommunications 7.7% 4.5% 8.9% 4.3% 3.2% 3.4% 1.5% 11.% 19.2% 11.2% 12.9% Industrials & Chemicals Technology Consumer Energy, Mining & Utilities Business Services Financial Services Pharma, Medical & Biotech Media Leisure Transportation Construction Real Estate Telecommunications GLOBAL OVERVIEW Monthly M&A Insider July 6

9 TREND GRAPHS GLOBAL M&A DEAL SIZE BREAKDOWN Q % 4.5% 27.3% 3.% 29.3% 27.9% 4.6% %.5%.4%.5%.4%.4%.6%.9% 1.% 1.1% 1.% 1.% 3.8% 3.7% 4.7% 4.7% 4.7% 1.% 4.5% 1.3% 4.8% Percentage % 19.% 19.5% 15.2% 16.5% 27.5% 26.2% 27.6% 19.4% 2.5% 8.9% 7.9% 9.7% 1.1% 9.7% 14.6% 14.6% 15.1% 14.7% 13.9% % 28.% 9.9% 14.9% % 21.9% 8.2% 11.6% H1 214 Percentage % 9.1% % 9.9% % 4.8% 4.6% 89.3% 89.% 89.3% % 89.8% % 88.4% H1 214 US$-US$25m US$251m-US$5m US$51m-US$2,m US$2,1m-US$5,m >US$5,1m US$-US$25m US$251m-US$5m US$51m-US$2,m US$2,1m-US$5,m >US$5,1m SECTOR ANALYSIS GLOBAL SECTOR ANALYSIS Sector Q2 214 Q2 213 % change Value Mrk share Deal count Value Mrk share Deal count Value Volume Energy, Mining & Utilities 144, % 45 11, % % 26% Industrials & Chemicals 8, % 71 59, % % 6% Consumer 55,282 6.% , % % -11% Financial Services 75,44 8.2% 327 7, % 333 7% -2% Pharma, Medical & Biotech 194, % , % % 9% Technology 48, % , % % 32% Business Services 28, % , % 398 2% -3% Media 23, % 164 2,76 3.7% % 46% Transportation 28,34 3.1% , % 111 9% 14% Real Estate 25, % 64 35,44 6.4% 89-28% -28% Leisure 24, % 159 1, % % -2% Telecommunications 129, % 56 17, % % 1% Defence 2,638.3% 6 4,851.9% 13-46% -54% Construction 47, % 116 1, % % -1% Agriculture 6,4.7% 45 4,696.8% 49 36% -8% Total 915,6 3, ,639 3,514 65% 6% GLOBAL OVERVIEW Return to contents Monthly M&A Insider July 7

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11 A MERGERMARKET M&A REPORT ON LATIN AMERICA M&A activity in Latin America during Q2 was the lowest since Q1 21. During these last three months only 19 deals were announced, whereas in 21, 15 deals were announced. When compared to Q1 s 133 deal announcements, volume decreased by 18%. On the other hand, deal value was the highest since Q2 212, with a total value of US$4.1bn. In Q2 212 there were 23 deals announced worth US$46.4bn. When compared to Q1 214 (133 deals worth US$22.9bn) there was a striking 75% increase. Another area that saw high numbers was private equity exits. During Q2, Latin America saw eight exit deals worth US$3.8bn. This is the most activity since Q4 21, when nine exits were recorded and the highest value since Q2 28, with a total value of US$4.1bn. This year already has the highest value for LatAm exits, at least over the last 1 years, and we are only halfway through the year. PE firms are buying low and selling high. An example is GP Investments sale of Sascar Tecnologia e Seguranca Automotiva SA to Compagnie Generale des Etablissements Michelin SA for US$78m. GP Investments had acquired a 56% stake in Sascar in 211 for US$1.89m. The current reported EBITA of the company is US$15.7bn, while in 211 it was US$7.7bn. Sascar is a Brazil-based digital fleet management and freight security company. Regarding sectors, Energy, Mining & Utilities remains the most active sector with 2 deals worth US$8bn. Followed by the Financial Services sector with 11 deals worth US$7bn, and surprisingly the Transportation sector with six deals worth US$6.6bn. The Transportation sector had two deals in the top 1 deals announced in Q2 214, the acquisition of America Latina Logistica (ALL) by Rumo Logistica for US$4.1bn and the purchase of the container business of Compania Sud Americana de Vapores SA by Hapag Lloyd AG for US$1.3bn. The deal of the quarter was Banco Santander s voluntary offer to acquire 25% of Banco Santander Brasil for US$6.5bn. All three deals mentioned were announced in April this year. The league tables for Q2 214 were full of surprises. The Financial Adviser League Table by volume ranked Banco Itau BBA in first place, followed by Santander Global Banking and Markets and Citi sat at third. Santander climbed seven places from last year s Q2 tables and Citi climbed eight. The big surprise was BTG Pactual dropping from the top spot in Q2 214 to its current eighth place position. On the Financial Adviser League Table by value, Goldman Sachs secured the first spot, followed by Santander in second and Bank of America Merrill Lynch in third. Their ranking was guaranteed by the fact they all advised on the Santander deal of the quarter. Itau BBA who had taken first place in Q2 213 ended up in fourteenth place. The Legal Advisers league tables saw little changes when compared to the same period last year for rankings by volume, but more changes on the table by value. On the LatAm league tables by volume, Pinheiro Neto Advogados ranked first place, followed by Barbosa Mussnich & Aragao in second and Mattos Filho, Veiga Filho, Marrey Jr. e Queiroga Advogados in third. Brazil also took fourth and fifth places with Machado Meyer Sendacz e Opice and Tozzini Freire Teixeira e Silva. This result is expected since the country is the most active in the region. On the LatAm League Table by value, however, Brazil was not represented. The first place went to Davis Polk & Wardwell, climbing from the 48th spot in Q Sullivan & Cromwell came in second place in Q2 214, while in the same period last year they ranked ninth. But the highest move was for White & Case, third place this year, while last year during the same period they ranked 118th. Brazil closed Q2 with 56 deals and a total value of US$16.5bn, followed by Mexico with 12 deals worth US$6.5bn and Chile with 18 deals worth US$6.5bn. The World Cup has come to an end; however, insecurities in the country were not overcome. During the one month tournament, while Brazilians were connected to their sports channel, the Brazilian economy continued its downward trend. Inflation is above expected levels, the deficit has decreased the confidence of consumers and predictions of growth fell through. The economy is expected to grow only 1% this year. President Rousseff is still the favourite for re-election in October; however, her chances are definitely compromised. People have publically called for changes, accountability and less corruption, which has definitely scared outside investors from entering the country, and may affect deal activity even more for the next quarter. Monthly M&A Insider July 9

12 DEAL OF THE QUARTER Deal summary Announced: 29-Apr-14 Deal value: US$6,517m Banco Santander SA made a voluntary offer to acquire a 25% stake in Banco Santander Brasil for 4.7bn (US$6.5bn). Banco Santander, the listed Spain-based company headquartered in Madrid, is a bank. Banco Santander Brasil SA, the listed Brazil-based company headquartered in Sao Paulo, is a financial services company. TERMS: The consideration will be paid either in 1 Banco Santander share or 1 American Depository Receipt (ADR) per.7 Banco Santander Brasil share. The exchange ratio values each Banco Santander Brasil share at US$6.86, which is based on the bidder s closing share price of US$9.8 as of 28 -Apr-14, one day before the announcement. If all the minority shareholders accept the tender offer, Banco Santander will issue approximately 665m new shares, representing a 5.8% stake in its capital. The transaction has an implied equity value of US$26.1bn. RATIONALE: The transaction will increase earnings per share for the shareholders of Banco Santander. POST DEAL COMPLETION: Banco Santander Brasil will continue to be listed on both the Sao Paulo Stock Exchange and New York Stock Exchange. CONDITIONS: Shareholders approval. Customary conditions and regulatory approval. BACKGROUND: Banco Santander Brasil is expected to reach 214 revenues of BRL6.4bn ( 2bn), of which a total 1.5bn would be attributable to Banco Santander. Also, the Brazil-based subsidiary is expected to increase its EPS by 1.3% in 215 and 1.1% in 216. Banco Santander Brasil was listed in 29 with with market capital of US$51.4bn The offer price represents a premium of 18.7% over Banco Santander Brasil s closing share price of US$5.78 on 28-Apr-14, one day before the announcement; and a premium of 27.7% over Banco Santander Brasil s closing share price of US$5.37 on 28-Mar-14, one month before the announcement. Exit multiples Y/E 31-Dec-13 Premium analysis Multiples Value Offer price per share (US$) 6.86 Revenue day before 18.7% EBITDA month before 27.7% EBIT day after 3.2% Earnings ,37 Pre-rumour - LATIN AMERICA Monthly M&A Insider July 1

13 DEAL OF THE QUARTER Advisers Target/Seller Bidder Financial JPMorgan; Rothschild Financial Bank of America Merrill Lynch; Goldman Sachs; Santander Global Banking and Markets; and UBS Investment Bank Legal Tozzini Freire Teixeira e Silva Advogados; and Uria Menendez Legal Davis Polk & Wardwell; and Pinheiro Neto Advogados Target Banco Santander Brasil SA Headquarters Avenida Presidente Juscelino Kubitschek, 2,41 and 2,235 Bloco A Vila Olímpia Sao Paulo, 4543 Brazil Sector Description Financial Services Brazil-based bank Bidder Banco Santander SA Headquarters Sector Description Ciudad Grupo Santander Avenida De Cantabria s/n Madrid, 2866 Spain Financial Services Spain-based financial institution primarily engaged in retail banking LATIN AMERICA Monthly M&A Insider July 11

14 TOP DEALS TOP 1 LATIN AMERICAN ANNOUNCED DEALS OF Q2 214 Announced Bidder company Target company Target dominant sector Seller company Exit multiples (x) Bid premia 1-day Revenue EBITDA P/E before Deal value 29-Apr-14 Banco Santander SA Banco Santander Brasil SA (25% stake) Financial Services - n/a n/a % 6, Apr-14 MMG South America Management Company Limited Xstrata Las Bambas SA (99.99% stake) Energy, Mining & Utilities Glencore Xstrata plc ,85 27-Jun-14 Inmobiliaria Carso SA de CV America Movil SAB de CV (8.38% stake) Telecommunications AT&T Inc % 5, Apr-14 Rumo Logistica SA ALL America Latina Logistica SA Transportation % 4, May-14 Abbott Investments Luxembourg Sarl CFR Pharmaceuticals SA Pharma, Medical & Biotech Positron Limited % 3,346 3-Jun-14 PPG Industries Inc Comex SA de CV Industrials & Chemicals ,3 16-Apr-14 Hapag-Lloyd AG Compania Sud Americana de Vapores SA (container business) Transportation Compania Sud Americana de Vapores SA , Jun-14 American Tower Corporation BR Towers SA Telecommunications GP Investments Limited; and Banco Bradesco BBI SA Apr-14 Empresa de Energia de Bogota SA ESP Transportadora de Gas Internacional SA ESP (31.92% stake) Energy, Mining & Utilities Citi Venture Capital International May-14 Alliance Boots GmbH Farmacias Ahumada SA Consumer Grupo Casa Saba SAB de CV % 747 n/a=not applicable Based on announced deals, including lapsed and withdrawn bids Based on dominant geography of target company being Latin American Data correct as of 8-Jul-14 LATIN AMERICA Monthly M&A Insider July 12

15 LEAGUE TABLES TOP 2 LATIN AMERICAN FINANCIAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Value Value change (%) 1 4 Goldman Sachs 13,89 5 4, % 2 6 Santander Global Banking and Markets 12,91 7 3,158 39% 3 7 Bank of America Merrill Lynch 12, ,931 54% 4 17 Rothschild 12, 3 8 1,4% 5 1 Citi 9, ,5 531% 6 22 Deutsche Bank 8, ,998% 7 12 JPMorgan 7, ,83 587% 8 26 UBS Investment Bank 7, ,82% 9 16 Credit Suisse 6, % 1 - BMO Capital Markets 5, Banco Bradesco BBI 5, , % Barclays 4, % 13 5 Morgan Stanley 3,42 4 3, % 14 1 Banco Itau BBA 2, , % 15 - HSBC 2, PwC 1, BDO 1, ,814% 18 - CITIC Securities Banco BTG Pactual , % 2 - Estructura Partners TOP 2 LATIN AMERICAN FINANCIAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Deal count Deal count change 1 2 Banco Itau BBA 2, Santander Global Banking and Markets 12, Citi 9, Goldman Sachs 13, Deutsche Bank 8, JPMorgan 7, Morgan Stanley 3, Banco BTG Pactual Rothschild 12, Credit Suisse 6, Banco Bradesco BBI 5, Barclays 4, PwC 1, Bank of America Merrill Lynch 12, UBS Investment Bank 7, Deloitte RBC Capital Markets KPMG BMO Capital Markets 5, HSBC 2, The financial adviser league tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. The tables cover all sectors and are based on the geography of either the target, bidder or seller being Latin American. LATIN AMERICA Monthly M&A Insider July 13

16 LEAGUE TABLES TOP 2 LATIN AMERICAN LEGAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Value Value change (%) 1 48 Davis Polk & Wardwell 9, ,61% 2 9 Sullivan & Cromwell 9, , % White & Case 8, Pinheiro Neto Advogados 7, ,339 48% 5 28 Tozzini Freire Teixeira e Silva Advogados 7, ,319% 6 11 Linklaters 7, , % 7 78 Uria Menendez 6, ,% 8 2 Barbosa, Mussnich & Aragao 5,97 7 6,215-5.% 9 3 Rodrigo Elias & Medrano 5, ,25% 1= - Dentons 5, = - Estudio Grau 5, Creel, Garcia-Cuellar, Aiza y Enriquez 5, Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados 4, , % 14 6 Cleary Gottlieb Steen & Hamilton 3, ,89 16% 15 - Clifford Chance 3, Russi & Eguiguren 3, Carey y Cia 2, % 18= 62 Basham Ringe & Correa 2, ,9% 18= 14 Hogan Lovells International 2,3 1 1, % 2 39 Baker & McKenzie 2, % TOP 2 LATIN AMERICAN LEGAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Deal count Deal count change 1 2 Pinheiro Neto Advogados 7, Barbosa, Mussnich & Aragao 5, Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados 4, Machado Meyer Sendacz e Opice 1, Tozzini Freire Teixeira e Silva Advogados 7, Carey y Cia 2, Baker & McKenzie 2, White & Case 8, Linklaters 7, Lobo & de Rizzo Advogados Skadden Arps Slate Meagher & Flom Uria Menendez 6, Rodrigo Elias & Medrano 5, Demarest 1, Souza, Cescon, Barrieu & Flesch Advogados 1, Koury Lopes Advogados (KLA) 1, Stocche, Forbes, Padis, Filizzola e Clapis Advogados Jones Day Davis Polk & Wardwell 9, Sullivan & Cromwell 9, The legal adviser league tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and include lapsed and withdrawn deals. The tables cover all sectors and are based on the geography of either the target, bidder or seller being Latin American. LATIN AMERICA Monthly M&A Insider July 14

17 TREND GRAPHS LATIN AMERICAN M&A QUARTERLY TREND LATIN AMERICAN M&A QUARTERLY PRIVATE EQUITY TREND ,5 3 Value (US$bn) Number of deals Value 4, 3,5 3, 2,5 2, Number of deals ,5 1, Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q Total value Mid-market value Total volume Mid-market volume Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q Buyout value Exit value Buyout volume Exit volume LATIN AMERICAN M&A ANNUAL TREND LATIN AMERICAN M&A ANNUAL PRIVATE EQUITY TREND , , 6 Value (US$bn) Number of deals Value 6, 5, 4, 3, 2, Number of deals 2 1 1, H H1 214 Total value Mid-market value Total volume Mid-market volume Buyout value Exit value Buyout volume Exit volume LATIN AMERICA Monthly M&A Insider July 15

18 TREND GRAPHS LATIN AMERICAN M&A GEOGRAPHIC BREAKDOWN Q % 2.7% 16.% 41.3% Brazil Chile Colombia Ecuador El Salvador Guatemala Mexico Peru Argentina 11.%.9%.9%.9% 1.8%.9% 6.4% 4.6% 4.6% 51.5% Brazil Chile Colombia Costa Rica Ecuador El Salvador Guatemala Honduras Mexico Peru Argentina.1% 3.6%.1% 1.7% 16.3% 16.5% LATIN AMERICAN M&A SECTOR BREAKDOWN Q % 7.7% 16.4% 1.3% 1.4% 1.6% 3.1% 4.4%.6%.3% 16.6% 2.1% 17.7% Energy, Mining & Utilities Financial Services Transportation Telecommunications Pharma, Medical & Biotech Industrials & Chemicals Business Services Consumer Technology Construction Leisure Agriculture Media 2.8% 1.8% 1.8% 7.3% 1.1% 1.1% 8.3% 16.5% 18.3% 1.1% 5.5% 3.7% 3.7% Energy, Mining & Utilities Financial Services Transportation Telecommunications Pharma, Medical & Biotech Industrials & Chemicals Business Services Consumer Technology Construction Leisure Agriculture Media LATIN AMERICA Monthly M&A Insider July 16

19 TREND GRAPHS LATIN AMERICAN M&A DEAL SIZE BREAKDOWN Q % 9.2% 29.3% 39.3% 28.6% 21.9% 14.4% 17.3% 28.5% %.3% 1.2%.8%.3%.9% 1.2% 1.2% 1.8% 2.% 1.1%.7% 4.9% 6.8% 6.2% 5.8% 6.9% 8.% 5.2% 5.3% 5.6% 6.5% 6.% 6.6% 7.% 5.8% 2.5% Percentage % 18.2% 19.% 33.7% 36.6% 25.1% 28.6% 24.7% 13.6% 9.9% 1.1% 1.3% 7.5% 14.5% 14.8% 9.5% 14.3% 16.4% % 16.3% 2.8% % 21.5% 8.7% 11.1% H1 214 Percentage % 85.8% 82.2% 86.3% 86.7% % % H1 214 US$-US$25m US$251m-US$5m US$51m-US$2,m US$2,1m-US$5,m >US$5,1m US$-US$25m US$251m-US$5m US$51m-US$2,m US$2,1m-US$5,m >US$5,1m SECTOR ANALYSIS LATIN AMERICAN SECTOR ANALYSIS Sector Q2 214 Q2 213 % change Value Mrk share Deal count Value Mrk share Deal count Value Volume Energy, Mining & Utilities 8,99 2.2% 2 4, % 26 82% -23% Industrials & Chemicals 3,89 7.7% % % -42% Consumer 1,26 3.1% 11 5, % 25-75% -56% Financial Services 7, % 11 4, % 24 7% -54% Pharma, Medical & Biotech 3,52 8.8% % 7 2,231% -43% Technology % % 4 4,233% 1% Business Services 1, % 11 3, % 19-44% -42% Media 19-9.% 1-8% Transportation 6, % 6 2.9% 4 3,223% 5% Real Estate.% % 5-1% -1% Leisure % % 5 851% -4% Telecommunications 6, % % Defence Construction % 2 1, % Agriculture % % Total 4, , % -35% LATIN AMERICA Return to contents Monthly M&A Insider July 17

20 A MERGERMARKET M&A REPORT ON NORTH AMERICA North American M&A value for the second quarter increased 4.6% from Q1 214 (US$35.9bn), with a total of 1,291 deals worth US$43.1bn. This is the highest valued second quarter since 27 (US$552.2bn). Buyouts were at their highest in Mergermarket history for Q2 with 256 deals worth US$84.2bn, a 13.2% increase in value from the previous quarter. The Consumer sector saw an interesting turn of events when Hillshire Brands US$6.6bn intended acquisition of Pinnacle Foods fell through due to Tyson Foods new US$7.7bn offer to acquire Hillshire; however, it was contingent upon the release from its agreement to acquire Pinnacle. The Consumer sector on the whole has been relatively active, with 15 deals collectively valued at US$2bn in Q2, a 2% increase in volume but 5% decrease in value from Q2 213, which saw 13 deals worth US$21bn. Energy, Mining & Utilities saw two deals in the top 1 for the quarter and finished H1 with a 2.1% market share (179 deals, US$86.4bn) a 189% increase by value and 58% increase by volume from Q2 213, which saw 113 deals worth US$29.9bn. H1 214 finished with 2,59 deals worth US$736bn, a 92% increase by value and a 26% increase by volume from H1 213 (2,54 deals worth US$383.2bn). Average deal size also increased substantially from H1 213 to H1 214, approximately doubling, meaning companies have been keen to pay higher price tags for targets this year. Goldman Sachs topped the North American Financial Adviser league tables by value and volume, having advised on 71 deals worth US$294.7bn, a 283% increase by value from Q2 213 (US$76.9bn). Bank of America Merrill Lynch came in second by value with US$22.6bn and JPMorgan came in second by volume with 53 deals, 21 more than the comparable period last year. Sullivan & Cromwell jumped nine spots to top the North American Legal Advisers League Table by value with 29 deals worth US$28.3bn and Skadden Arps Slate Meagher & Flom dropped from the top spot to second by value with US$168.6bn in deals. Kirkland & Ellis and Jones Day took the top and second spots by volume with 77 deals and 66 deals, respectively. The top deal for the quarter was AT&T s acquisition of DirecTV for US$65.5bn, which further increased the Telecommunications sector s presence for the year. In Q2 alone, the sector racked up US$81.3bn from just 12 deals, a huge increase in value from Q2 213 (US$732m), and held an 18.9% market share. Looking forward, it seems the sector will continue to be a strong performer with the announcement of Softbank s agreement to acquire T-Mobile US from Deutsche Telecom, effectively paving the way for a potential merger between the US mobile carrier and Sprint. Consolidation and expansion of pipeline products seem to be the main driving factors behind the large value transactions in the Pharma, Medical & Biotech sectors, such as Valeant s US$45.9bn acquisition of a 9% stake in Allergan, Bayer s US$14bn acquisition of Merck s consumer care business, and Zimmer s US$13.4bn acquisition of Biomet. The sector was a hotbed of activity, taking up almost a quarter of the market share by value with 125 deals worth US$16.8bn, a 12% increase by value and 28% increase by volume from Q2 213, which saw 98 deals worth US$48.5bn. The industry inherently lends itself to these high value deals as intellectual property acquisitions often come at a premium price. This sector will most likely continue to produce large transactions mostly due to new products still in the pipeline and the availability of cheap financing for future cross-border purchases. Monthly M&A Insider July 18

21 DEAL OF THE QUARTER Deal summary Announced: 18-May-14 Deal value: US$65,495m AT&T Inc has signed a definitive agreement to acquire DirecTV Group Inc. AT&T, the listed US-based company headquartered in Dallas, Texas, is a telecommunications company. DirecTV, the listed US-based company headquartered in El Segundo, California, is a provider of entertainment content and general digital TV broadcasting via satellite and cable networks. TERMS: AT&T will acquire 52,224,444 shares of DirecTV, at an inferred offer price of US$95 per share, valuing the deal at US$65.5bn. - US$28.5 per share in cash and US$66.5 per share in AT&T stock will be offered to DirecTV shareholders, based on AT&T closing share price on 16-May The stock offer price is such that DirecTV shareholders will receive 1.95 AT&T shares if AT&T stock price is below US$34.9 at closing and AT&T shares if AT&T stock price is above US$38.58 at closing. If AT&T stock price at closing remains between US$34.9 and US$38.58, DirecTV shareholders will receive a number of shares between and 1.95, equal to US$66.5 in value. The offer represents a premium of 1.2% based on DirecTV s closing share price of US$86.18 on 16-May-14, one day prior to the announcement, and a premium of 25.6% based on DirecTV s closing share price of US$75.64 on 17 April 214, one month prior to the announcement. The implied equity value of the transaction is approximately US$47.7bn. If a superior offer were to emerge for DirecTV, the company would be required to give AT&T at least 5 business days to make adjustments to its current offer before DirecTV s Board of Directors could effect a change of recommendation of the deal. FINANCING: AT&T will finance the cash portion of the transaction through an arrangement of cash on hand, sale of non-core assets, committed financing facilities, and opportunistic debt market transactions. TERMINATION DATE: The termination date for the transaction is 18-May-15, but it can be extended to 13-Nov-15 under certain circumstances. TERMINATION FEE: The agreement includes a termination fee of US$1,445m to be paid by DirecTV to AT&T upon termination of this agreement by DirecTV for any superior proposal. RATIONALE & SYNERGIES: The addition of DirecTV will diversify AT&T s revenue mix and provide it with numerous growth opportunities as it is expected to increase video revenues, accelerate broadband growth and significantly expand revenues from outside US markets. The acquisition will enable AT&T to expand and enhance its high-speed broadband in order to serve 15 million customer locations in rural areas where AT&T does not exist at present. POST DEAL DETAILS: DirectTV shareholders will own between 14.5% and 15.8% of AT&T outstanding shares on a fully-diluted basis. DirectTV will operate as a wholly-owned subsidiary of AT&T. AT&T expects the acquisition to be accretive on a free cash flow per share and adjusted EPS basis within the first 12 months after closing. AT&T expects cost synergies to exceed US$1.6bn on an annual run rate basis by third year after closing. EXPECTED COMPLETION: The transaction is expected to close by 18-May-15. CONDITIONS: DirectTV shareholder approval. US Federal Communications Commission review. US Department of Justice approval. NORTH AMERICA Monthly M&A Insider July 19

22 DEAL OF THE QUARTER BACKGROUND: The transaction has been unanimously approved by the Boards of Directors of both companies. In order to facilitate the regulatory approval process in Latin America, AT&T intends to divest its interest in America Movil SAB de CV, which includes 73 million publicly listed L shares and all of its AA shares, representing approximately 8.4% stake in the at&tcompany. - The divestment of America Movil forms a noteworthy component of this acquisition, since DirecTV has significant operations in Latin America and this would bring AT&T into competition with America Movil, which could raise regulatory issues. - AT&T s designees to the America Movil Board of Directors will tender their resignations immediately to avoid any form of disagreement. Earlier in February 28, Liberty Media Corporation, the listed US-based holding company, acquired a 41% stake in DirecTV for US$11.7bn and in April 28 it acquired a 7% stake for US$2bn. Exit multiples Y/E 31-Dec-13 Premium analysis Multiples Value Offer price per share (US$) 95 Revenue ,754 1 day before 1.2% EBITDA 8.2 7,978 1 month before 25.6% EBIT ,15 1 day after 12.2% Earnings ,885 Pre-rumour 24.% Advisers Target/Seller Financial Legal Bank of America Merrill Lynch Goldman Sachs Cleary Gottlieb Steen & Hamilton (Advising Goldman Sachs); Harris Wiltshire & Grannis Jones Day; Shearman & Sterling (Advising Bank of America Merrill Lynch); Simpson Thacher & Bartlett; and Weil Gotshal & Manges Bidder Financial PR Joele Frank Wilkinson Brimmer Katcher PR Brunswick Group Legal Lazard Arnold & Porter; Debevoise & Plimpton (Advising Lazard); and Sullivan & Cromwell Target DIRECTV Headquarters Sector Description 226 East Imperial Highway El Segundo, CA 9245 US Telecommunications US-based provider of entertainment content and general digital TV broadcasting via satellite and cable networks Bidder AT&T Inc Headquarters Sector Description 28 South Akard Street Dallas, TX 7522 US Telecommunications US-based telecommunications company NORTH AMERICA Monthly M&A Insider July 2

23 TOP DEALS TOP 1 NORTH AMERICAN ANNOUNCED DEALS OF Q2 214 Announced Bidder company Target company Target dominant sector Seller company Exit multiples (x) Bid premia 1-day Revenue EBITDA P/E before Deal value 18-May-14 AT&T Inc DIRECTV Telecommunications % 65, Jun-14 Valeant Pharmaceuticals International Inc Allergan Inc (9.29% stake) Pharma, Medical & Biotech % 45,853 6-May-14 Bayer AG Merck & Co (consumer care business) Pharma, Medical & Biotech Merck & Co Inc ,2 24-Apr-14 Zimmer Holdings Inc Biomet Inc Pharma, Medical & Biotech 3-Apr-14 Exelon Corporation Pepco Holdings Inc Energy, Mining & Utilities (loss) - 13, % 12, Jun-14 Wisconsin Energy Corporation Integrys Energy Group Inc Energy, Mining & Utilities % 9,37 28-Apr-14 Charter Communications Inc Time Warner Cable Inc (Cable systems serving 1.4m customers) Telecommunications Comcast Corporation ,3 16-Jun-14 Level 3 Communications Inc TW Telecom Inc Telecommunications % 7,25 12-May-14 Hillshire Brands Co Pinnacle Foods Inc Consumer Blackstone Group LP % 6,616 1-Apr-14 SLM Corporation (shareholders) Navient Corporation Financial Services Sallie Mae Inc n/a n/a - - 6,43 Indicates lapsed deal n/a=not applicable Based on announced deals, including lapsed and withdrawn bids Based on dominant geography of target company being North American (US + Canada) Data correct as of 8-Jul-14 NORTH AMERICA Monthly M&A Insider July 21

24 LEAGUE TABLES TOP 2 NORTH AMERICAN FINANCIAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Value Value change (%) 1 2 Goldman Sachs 294, , % 2 4 Bank of America Merrill Lynch 22, ,69 296% 3 5 Morgan Stanley 158, ,962 23% 4 6 Barclays 128, , % 5 9 Lazard 112, , % 6 1 JPMorgan 92, , % 7 11 RBC Capital Markets 7, ,36 392% 8 7 Citi 7, , % 9 8 Credit Suisse 54, , % 1 59 Perella Weinberg Partners 51, ,471% 11 3 Deutsche Bank 47, ,2-2.5% Centerview Partners 28, , % UBS Investment Bank 25, ,93 149% Evercore Partners 17, , % Jefferies 15, , % BMO Capital Markets 13, , % Guggenheim Partners 12, ,22-4.7% 18 - Loop Capital Markets 12, Wells Fargo Securities 12, ,14 7.1% 2 1 Moelis & Company 11, , % TOP 2 NORTH AMERICAN FINANCIAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Deal count Deal count change 1 1 Goldman Sachs 294, JPMorgan 92, Bank of America Merrill Lynch 22, Morgan Stanley 158, Citi 7, Barclays 128, RBC Capital Markets 7, Credit Suisse 54, Deutsche Bank 47, Houlihan Lokey 1, Jefferies 15, Lazard 112, Evercore Partners 17, Stifel/KBW 4, Raymond James & Associates 1, KPMG 1, Sandler O'Neill & Partners 2, Robert W. Baird & Co 2, Moelis & Company 11, UBS Investment Bank 25, The financial adviser league tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. The tables cover all sectors and are based on the geography of either the target, bidder or seller being US or Canadian. NORTH AMERICA Monthly M&A Insider July 22

25 LEAGUE TABLES TOP 2 NORTH AMERICAN LEGAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Value Value change (%) 1 1 Sullivan & Cromwell 28, , % 2 1 Skadden Arps Slate Meagher & Flom 168, , % 3 9 Cleary Gottlieb Steen & Hamilton 145, , % 4 6 Simpson Thacher & Bartlett 18, ,52 229% 5 13 Weil Gotshal & Manges 16, , % 6 32 Jones Day 15, , % 7 2 Latham & Watkins 98, , % 8 8 Wachtell, Lipton, Rosen & Katz 85, ,68 198% 9 54 Debevoise & Plimpton 85, ,415 1,475% 1 11 Blake, Cassels & Graydon 77, , % Shearman & Sterling 76, ,986 75% Freshfields Bruckhaus Deringer 72, , % Arnold & Porter 7, ,48% 14 - Harris Wiltshire & Grannis 65, Osler, Hoskin & Harcourt 64, , % Kirkland & Ellis 62, ,3 26% 17 2 Slaughter and May 57,6 6 16, % 18= 12 Arthur Cox 51, , % 18= 21 Matheson 51, , % 2 3 Davis Polk & Wardwell 46, , % TOP 2 NORTH AMERICAN LEGAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Deal count Deal count change 1 2 Kirkland & Ellis 62, Jones Day 15, Latham & Watkins 98, DLA Piper 7, Skadden Arps Slate Meagher & Flom 168, Weil Gotshal & Manges 16, White & Case 42, Baker & McKenzie 21, Norton Rose Fulbright 12, Goodwin Procter 3, Cooley 2, Sullivan & Cromwell 28, Simpson Thacher & Bartlett 18, Shearman & Sterling 76, Morgan Lewis & Bockius 21, Blake, Cassels & Graydon 77, Vinson & Elkins 13, Wachtell, Lipton, Rosen & Katz 85, Paul Weiss Rifkind Wharton & Garrison 22, Stikeman Elliott 14, The legal adviser league tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and include lapsed and withdrawn deals. The tables cover all sectors and are based on the geography of either the target, bidder or seller being US or Canadian. NORTH AMERICA Monthly M&A Insider July 23

26 LEAGUE TABLES ACTIVITY TABLE OF PRIVATE EQUITY FIRMS ON NORTH AMERICAN BUYOUTS Ranking Q2 214 Company name Value Deal count 1 Blackstone Group 8,15 4 2= CVC Capital Partners 4, 1 2= Leonard Green & Partners 4, 1 4 Kohlberg Kravis Roberts & Co 3, Oak Hill Capital Partners 2, Golden Gate Capital 2, Warburg Pincus 1,9 3 8 American Securities 1,8 3 9 Summit Partners 1, CCMP Capital Advisors 1, = Google Ventures 1,2 1 11= Kleiner, Perkins, Caufield & Byers 1,2 1 11= Menlo Ventures 1, Clayton, Dubilier & Rice The Carlyle Group 9 2 Ranking Q2 214 Company name Value Deal count 1 Blackstone Group 8, Kohlberg Kravis Roberts & Co 3, Golden Gate Capital 2, Warburg Pincus 1,9 3 5 American Securities 1,8 3 6 Summit Partners 1, Insight Venture Partners Vista Equity Partners Clearlake Capital Group BG Capital Group Varsity Healthcare Partners Oak Hill Capital Partners 2, The Carlyle Group Sentinel Capital Partners Apollo Global Management The private equity buyout activity tables by value and volume are based on private equity firms advising the bidder on buyout deals where the dominant geography of the target company is US or Canadian. The tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. ACTIVITY TABLE OF PRIVATE EQUITY FIRMS ON NORTH AMERICAN EXITS Ranking Q2 214 Company name Value Deal count 1 AlpInvest Partners 19,6 2 2 GS Capital Partners 17, Kohlberg Kravis Roberts & Co 15,3 2 4 TPG Capital 13, Blackstone Group 13, Canada Pension Plan Investment Board 7, 2 7 Pamlico Capital 6, = Credit Suisse 6,25 1 8= Madison Dearborn Partners 6,25 1 8= North Cove Partners 6, Global Infrastructure Partners 5, Onex Corporation 5, Apax Partners 4, 1 14 Hellman & Friedman 3, The Carlyle Group 3,26 3 Ranking Q2 214 Company name Value Deal count 1 GS Capital Partners 17, Accel Partners Battery Ventures Austin Ventures New Enterprise Associates Draper Fisher Jurvetson Bessemer Venture Partners Mayfield Fund North Bridge Venture Partners Google Ventures The Carlyle Group 3, JMI Equity 1, Genstar Capital TSG Consumer Partners Kleiner, Perkins, Caufield & Byers 73 3 The private equity exit activity tables by value and volume are based on private equity firms advising the vendor on exit deals where the dominant geography of the target company is US or Canadian. The tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. NORTH AMERICA Monthly M&A Insider July 24

27 TREND GRAPHS NORTH AMERICAN M&A QUARTERLY TREND NORTH AMERICAN M&A QUARTERLY PRIVATE EQUITY TREND 6 1, Value (US$bn) ,4 1,2 1, Number of deals Value (US$bn) Number of deals Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q Total value Mid-market value Total volume Mid-market volume Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q Buyout value Exit value Buyout volume Exit volume NORTH AMERICAN M&A ANNUAL TREND NORTH AMERICAN M&A ANNUAL PRIVATE EQUITY TREND 1,8 6, 5 1,2 1,6 1,4 5, , Value (US$bn) 1,2 1, 8 4, 3, Number of deals Value (US$bn) Number of deals 6 2, , H H1 214 Total value Mid-market value Total volume Mid-market volume Buyout value Exit value Buyout volume Exit volume NORTH AMERICA Monthly M&A Insider July 25

28 TREND GRAPHS NORTH AMERICAN M&A SECTOR BREAKDOWN Q %.3% 2.% 2.3% 4.7% 18.9% 24.8% 1.4% 6.9% 6.7% 8.1% 3.5% 2.1% Industrials & Chemicals Technology Energy, Mining & Utilities Financial Services Business Services Pharma, Medical & Biotech Consumer Media Leisure Construction Transportation Telecommunications Real Estate.9%.9% 1.5% 2.9% 3.1% 4.5% 8.1% 9.7% 1.5% 1.6%.6%.2% 16.4% 13.9% 16.2% Industrials & Chemicals Technology Energy, Mining & Utilities Financial Services Business Services Pharma, Medical & Biotech Consumer Media Leisure Construction Transportation Telecommunications Real Estate Agriculture Defence NORTH AMERICAN M&A DEAL SIZE BREAKDOWN Q2 214 Percentage % 58.7% 13.9% 13.3% 17.4% 13.2% 7.3% 5.5% 12.3% 9.3% % 37.5% 32.3% 17.9% 21.3% 21.1% 27.8% 2.6% 27.5% 9.8% 9.% 8.2% 12.7% 11.8% 1.7% % 15.5% 24.3% 7.4% 1.7% % 16.1% 19.8% 7.3% 8.3% H1 214 Percentage %.7%.6%.7%.5%.6%.9% 1.% 1.1% 1.4% 1.4% 1.1% 3.7% 3.4% 5.5% 4.9% 6.% 5.3% 4.1% 3.8% 5.2% 5.4% 4.4% 5.% 9.6% 91.1% 87.6% 87.6% 87.1% 88.6% % 1.6% 5.4% 5.9% 86.3% H1 214 US$-US$25m US$251m-US$5m US$51m-US$2,m US$2,1m-US$5,m >US$5,1m US$-US$25m US$251m-US$5m US$51m-US$2,m US$2,1m-US$5,m >US$5,1m NORTH AMERICA Monthly M&A Insider July 26

29 SECTOR ANALYSIS NORTH AMERICAN SECTOR ANALYSIS Sector Q2 214 Q2 213 % change Value Mrk share Deal count Value Mrk share Deal count Value Volume Energy, Mining & Utilities 86, % , % % 58% Industrials & Chemicals 29, % , % % 26% Consumer 2,39 4.7% 15 21,8 11.2% 13-5% 2% Financial Services 34, % 137 9, % % 34% Pharma, Medical & Biotech 16, % , % 98 12% 28% Technology 28, % 29 17,59 9.3% % 34% Business Services 15,12 3.5% , % % 8% Media 9, % 58 12,85 6.8% 33-23% 76% Transportation 1,411.3% % % 27% Real Estate 6,9 1.4% 11 7, % 1-24% 1% Leisure 8,491 2.% 4 1,568.8% % 8% Telecommunications 81, % % 14 11,5% -14% Defence.% % 4-1% -25% Construction 1,321.3% 38 2,81 1.5% 23-53% 65% Agriculture 17.% 8 2, % 8-96% % Total 43,69 1, ,277 1,9 128% 28% NORTH AMERICA Return to contents Monthly M&A Insider July 27

30 A MERGERMARKET M&A REPORT ON ASIA-PACIFIC M&A activity at the end of Q2 saw 838 deals worth just over US$181bn, an increase over Q1 numbers of 725 deals valued at more than US$127bn. Bidders from outside Asia-Pacific completed 138 transactions worth US$24bn, with the United States accounting for 38% of inbound deals and the United Kingdom about 18%. Private equity buyout activity totalled 81 transactions worth US$2bn. Intra-regional trends For this quarter, China once again had the most M&A activity in Asia-Pacific, with 312 transactions representing 37.2% of volume. Deal values for the country totalled US$77bn, roughly 42% of total value in the region. Transactions in China were highlighted by several deals involving the mining and media subsectors on the heels of a trend involving industry consolidations and China s search to secure natural resources. Across the region, Industrials & Chemicals and Telecom, Media & Technology (TMT) were the leading sectors in transactional volume with 167 and 161 deals, respectively, for the quarter. However, in regards to total deal value in targeted sectors, TMT ranked second with US$24.4bn. Energy, Mining & Utilities was third at US$22.2bn. Inbound interest Based on inbound M&A, however, China had only 21 deals (15% of volume) worth US$2.6bn (11% of value). Australia had 38 deals (28% of volume) worth US$8bn (33% of value) followed by India s 27 transactions (2% of volume) worth US$5.5bn (23% of value). Inbound acquisitions in Australia involved a number of large-cap deals into the consumer sector, highlighted by South Africabased Woolworth International s US$2bn deal to acquire retailer David Jones and private equity firm KKR s offer of US$3bn to acquire Treasury Wine Estates. Inbound transactions targeting India also saw a number of highvalue consumer sector deals reach completion. United Kingdombased premium drinks maker Diageo completed at US$3bn deal for a 26% stake in United Spirits. Also, Vodafone Group, the listed UK-based telecommunications company, through its India-based subsidiary Prime Metals Ltd, acquired a 11% stake in Vodafone India Limited, the India-based telecom operator for US$1.5bn. Australian mining Helping to drive energy deals was a wave of activity in Australia s mining sector. Deal activity in Australia ramped up in the second half of the past year and is expected to continue into 215. In Asia, foreign bidders will continue to be interested in Australia s resources sector despite a persistently strong Australian dollar. Recent deals include UK-based IGas Energy making a recommended offer for Dart Energy, Hong Kong-based Zhongjin Lingnan Mining Company making a cash bid for Perilya, and Canada-based Baytex Energy s recommended cash bid for Aurora Oil and Gas, among others. Deal activity in South Korea South Korea remains firmly in place as the region s fourth largest participant in M&A deals in both volume and value. China, Australia and Japan held the top three spots for the quarter. Although there has been an overall drop in total value this quarter from US$25.3bn to US$14.9bn South Korea has seen an increase in activity from 67 to 75 transactions. Private equity buyouts in South Korea for Q2 are second only to China regionally with PE firms accounting for over US$1.7bn in transactions this past quarter. One particularly significant PE buyout comes from IMM Investment Corp. purchasing the liquefied natural gas transportation unit of Hyundai Merchant Marine. The deal was worth US$964.9m and is in line with the company s strategy to focus on containers and bulk carrier business. Monthly M&A Insider July 28

31 DEAL OF THE QUARTER Deal summary Announced: 16-Apr-14 Deal value: US$36.5bn CITIC Pacific Limited has agreed to acquire 1% stake in CITIC Limited from CITIC Group Corporation and Beijing CITIC Enterprise Management Co Ltd. TERMS: Cash consideration of CN 49.92bn (US$8.3bn). Equity consideration by issue of 16,578,756,438 CITIC Pacific consideration shares to Citic Group at a value of CN 177.1bn (US$28.463bn). The 16,578,756,438 consideration shares and 4,675,123,32 placing shares will be issued at price of HK$13.48 (US$1.74) per share. SUBSIDIARIES OF CITIC LIMITED AND THE SHAREHOLDING STRUCTURE: CITIC Limited as a conglomerate is engaged in financial services, real estate and infrastructure, engineering contracting, resources and energy, manufacturing and other activities. The following is the information about the stake held by CITIC Limited in its various subsidiaries: Financial Services: 66.95% stake in CITIC Bank, 2.3% stake in CITIC Securities, 1% stake in CITIC Trust, 5% stake in CITIC Prudential, 73.2% stake in CITIC Kingview Capital, 1% stake in CITIC Finance and certain stakes in CITIC Industrial Investment and CITIC Holdings. Real Estate and Infrastructure: 88.37% stake in CITIC Real Estate, 1% stake in CITIC Heye, 1% stake in CITIC Industrial Investment and certain stakes in CITIC Hong Kong and CITIC-POWER Investments Co Limited. Engineering Contracting: 1% stakes in CITIC Construction and CITIC Engineering Design. Resources and Energy: 59.41% stake in CITIC Resources, 1% stake in CITIC Metal, CITIC United Asia and certain stakes in CITIC Australia, CITIC Kazakhstan and CITIC Projects Management (HK) Limited. Manufacturing: 71.4% stake in CITIC Heavy Industries and 1% stake in CITIC Dicastal. Other businesses: 18.33% stake in CITIC Telecom International, 37.59% stake in Asiasat, 42.18% stake in CITIC Offshore Helicopter Co Ltd, and 1% stakes in CITIC Press, CITIC Tianjin, CITIC Tourism, Guoan Club and certain stake in CITIC Investment (HK) Ltd., China International Economic Consultants, CITIC Capital Mansion and CITIC Building. FINANCING: The cash consideration will be financed through equity fund raising, and if required, through internal cash resources, bank borrowings or other means. The equity funding will be made through the placing of 4,675,123,32 CITIC Pacific shares. RATIONALE: The acquisition will provide CITIC Pacific with an opportunity to acquire a multi-industry platform in China and will enable the enlarged group to capitalise on the opportunities arising from China s economic development. It will broaden CITIC Pacific s debt financing channels and will also help the company in raising debt financing through various bond products and channels in China s domestic securities market. It will enable CITIC Pacific to completely utilise and integrate the business networks, customer base, government relationships and other resources of CITIC Limited. The transaction will expand CITIC Pacific s net assets by over four times. POST DEAL DETAILS: Post completion, CITIC Pacific will hold a 1% stake in CITIC Limited. CITIC Group will hold 18,677,492,723 shares of CITIC Pacific, representing 75% of CITIC Pacific s enlarged share capital of 24,93,323,63 shares. The remaining 25% will be free float. CITIC Pacific intends to change its name from CITIC Pacific Limited to CITIC Limited along with its Chinese name, subject to approval by the shareholders at the EGM. CITIC Limited will be renamed CITIC Corporation Limited. ASIA-PACIFIC Monthly M&A Insider July 29

32 DEAL OF THE QUARTER EXPECTED COMPLETION: The transaction is expected to be completed by 29-Aug-14. CONDITIONS: CITIC Pacific s independent shareholders approval. PRC Ministry of Finance approvals. PRC Ministry of Commerce approval. China Securities Regulatory Commission approval. Other PRC regulatory authorities approval. BACKGROUND: As at Dec-13, CITIC Limited had HK$ bn (US$34.54bn) of assets and HK$159.47bn (US$2.57bn) of liabilities. On 26-Mar-14, the parties involved In the transaction had signed framework agreement for the transaction. Prior to the acquisition, CITIC Group held 99.99% stake and CITIC Enterprise Management held.1% stake in CITIC Limited. CITIC Group held 57.51% stake in CITIC Pacific. UPDATE: 14-May-14: The total consideration has been revised to CN 227bn (US$36.5bn). UPDATE: 3-Jun-14: CITIC Pacific Limited has received shareholders approval to acquire CITIC Limited from CITIC Group Corporation and Beijing CITIC Enterprise Management Co Ltd. It reported earnings of CN 49.68bn (US$8.21bn) in 213, compared to CN 4.76bn (US$6.73bn) in 212. CITIC Limited deals into Financial Service, Real Estate and Infrastructure, Engineering Contracting, Resources and Energy, Manufacturing, telecommunications, leasing and sales of satellite transponders, general aviation, publishing, comprehensive outsourcing services, tourism and football club through its various subsidiaries. Advisers Target/Seller Bidder Financial - Financial China Securities Co Ltd; CITIC Securities Co Ltd; Morgan Stanley; and Somerley Limited Legal - Legal Freshfields Bruckhaus Deringer LLP; and JiaYuan Law Offices PR - PR Brunswick Group Mergermarket/dealReporter intelligence 11-Apr Apr Apr May-14 CITIC Pacific to announce capital injection plan next Wednesday CITIC Pacific to acquire CITIC Limited from CITIC Group for US$36.5bn CITIC Pacific s US$36.5bn acquisition of CITIC Limited may not get minority shareholders support due to high valuation CITIC Pacific to hold EGM on 3-Jun-14 to consider proposed acquisition of CITIC Ltd from CITIC Group ASIA-PACIFIC Monthly M&A Insider July 3

33 DEAL OF THE QUARTER Bidder CITIC Pacific Limited Headquarters Sector Description 32nd Floor CITIC Tower 1 Tim Mei Avenue Central Hong Kong Other Hong Kong-based company engaged in steel manufacturing, iron ore mining, property development, infrastructure, power generation, distribution services, and telecommunication services Target CITIC Limited Headquarters Sector Description South Road Chaoyang District Beijing Capital Mansion 14 Beijing China Other China-based state-owned conglomerate engaged in financial, real estate, engineering contracting, energy and resources, infrastructure construction, machinery manufacturing, IT, and other business Seller CITIC Group Corporation Headquarters Sector Description 6th Floor Xinyuan South Road 14 Beijing China Other China-based conglomerate engaged in investment in financial services, information technology, engineering services and infrastructure ASIA-PACIFIC Monthly M&A Insider July 31

34 TOP DEALS & EXPECTED DEALS TOP 1 ASIA-PACIFIC ANNOUNCED DEALS OF Q2 214 Announced Bidder company Target company Target dominant sector Seller company Exit multiples (x) Bid premia 1-day Revenue EBITDA P/E before Deal value 16-Apr-14 CITIC Pacific Limited CITIC Limited Other CITIC Group Corporation ,51 23-Apr-14 Transurban Group; AustralianSuper Pty Ltd; and Tawreed Investments Ltd Queensland Motorways Pty Limited Transportation QIC Limited , May-14 Temasek Holdings Pte Ltd; Tokio CITIC Pacific Limited Marine & Nichido Fire Insurance (11.78% stake) Co Ltd; China Life Insurance Company Limited; Fubon Life Insurance Co Ltd; National Council for Social Security Fund; Mizuho Bank Ltd; Qatar Holding LLC; ICBC International Holdings Limited; CTBC Life Insurance Co Ltd; Beijing Infrastructure Investment (Hong Kong) Limited; AIA Company Limited; Safe Investment Company Limited; East Global Investments Limited; Harmony Glory Investment Limited; and Giant Wave Investments Limited Other % 5,1 1-Apr-14 Oversea Chinese Banking Corporation Limited Wing Hang Bank Limited Financial Services - n/a n/a % 4,953 2-Apr-14 COFCO Corporation Noble Agri Limited (51% stake) Agriculture Noble Group Limited , 7-Apr-14 Sun Pharmaceutical Industries Limited Ranbaxy Laboratories Limited Pharma, Medical & Biotech Daiichi Sankyo Company Limited % 3,967 3-May-14 CK ENV Investments Pty Ltd Envestra Ltd. (82.54% stake) Energy, Mining & Utilities % 3, Apr-14 Diageo Plc United Spirits Limited (26% stake) Consumer % 3,14 26-May-14 Daum Communications Corporation Kakao Corporation Technology ,134 2-May-14 Kohlberg Kravis Roberts & Co LP Treasury Wine Estates Limited n/a=not applicable Based on announced deals, including lapsed and withdrawn bids Based on dominant geography of target company being Asia-Pacific Data correct as of 4-Jul-14 Consumer % 3,16 ASIA-PACIFIC Monthly M&A Insider July 32

35 TOP DEALS & EXPECTED DEALS PIPELINE OF ASIA-PACIFIC EXPECTED DEALS Situation Target company Sector Potential bidder company Financial adviser to bidder (B); target (T); seller (S) Seller company Market cap/ est value Comments Expected deal Essar Oil Limited Energy, Mining & Utilities Essar Energy Holdings Ltd - Essar Oil Limited (shareholders) US$246.6m On 2-Jun-14, Essar Oil received a proposal from Essar Energy Holdings for delisting its shares from stock exchange, where 137m shares currently held by public shareholders, representing 27.53% stake in the target company, will be acquired with a floor price of INR18.18 (US$1.8). Expected deal Kasumi Co Ltd; MaxValu Kanto Holding Co Ltd; and Maruetsu Inc Consumer Aeon Co Ltd; and Marubeni Corporation - - US$479.9m On 19-May-14, Aeon and Marubeni planned to integrate Kasumi, Maruetsu and MaxValu into a joint holding company by March 215. As a result, Kasumi and Maruetsu will be delisted, and Aeon and Marubeni will hold 7% and 3% stake respectively in the holding company. The joint holding company will then be listed. Expected deal RH Petrogas Limited Energy, Mining & Utilities China Huadian Corporation Advising target: Credit Suisse Surreyville Pte Ltd; Sharptone Investments Limited; and RH Capital Limited US$468m On 23-May-14, China Huadian has approached Surreyville, Sharptone and RH Capital, the contolling shareholders of RH Petrogas to acquire a part of or all of its shares. Till 21-Jun-14, they still haven t signed any definitive agreement. Expected deal Roc Oil Company; and Horizon Oil Limited Energy, Mining & Utilities Roc Oil Company Advising target: Lazard; RISC; UBS Advising bidder: Miro Advisors; JB North - US$381.3m On 16-Jun-14, ROC announced a merger plan amining to merge with Horizon Oil. Under the proposal, Roc shareholders will own 42% of the merged entity and Horizon Oil shareholders will own 58%. Roc requires full due dillgence access and information. Expected deal Sichuan Tianyi Science and Technology Co Ltd Industrials & Chemicals ChemChina Asset Company - - US$62m On 25-Jun-14, ChemChina planned to launch a mandatory tendor offer for part of the shares in Sichuan Tianyi Science and Technology. Expected deal SOCAM Development Ltd Construction - - Shui On Company Limited US$573.2m On 31-Mar-14, the board of directors of SOCAM Development s controlling shareholder, Shui On Company Limited may sell its entire 48.43% share in SOCAM. On 1-Jul-14, the due diligence on the company has been completed. Expected deal United Envirotech Ltd Energy, Mining & Utilities US$166m On 7-Jul-14, United Envirotech was approached by parties interested in buying shares of the company. Expected deals based on confirmed announcements by companies involved. ASIA-PACIFIC Monthly M&A Insider July 33

36 LEAGUE TABLES TOP 2 ASIA-PACIFIC FINANCIAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Value Value change (%) 1 5 Morgan Stanley 59, , % 2 25 Somerley Limited 46, ,79 1,128.3% 3 8 CITIC Securities 43, , % 4 29 China Securities 43, ,85 1,454.1% 5 15 Goldman Sachs 33, , % 6 6 Citi 26, , % 7 22 Bank of America Merrill Lynch 17, , % 8 1 JPMorgan 15, , % 9 2 Credit Suisse 14, , % 1 9 Macquarie Group 13, ,69-4.6% Rothschild 12, , % 12 3 Lazard 11, , % Nomura Holdings 11, ,45.3% KPMG 11, , % 15 - Grant Samuel 11, Gresham Advisory Partners 9, ,95.% 17 4 UBS Investment Bank 9, , % Deutsche Bank 9,2 11 1, % 19 - AquAsia 6, BMO Capital Markets 5, TOP 2 ASIA-PACIFIC FINANCIAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Deal count Deal count change 1 1 PwC 4, KPMG 11, Morgan Stanley 59, Rothschild 12, Goldman Sachs 33, Macquarie Group 13, Citi 26, Credit Suisse 14, JPMorgan 15, Deloitte 1, Bank of America Merrill Lynch 17, UBS Investment Bank 9, CITIC Securities 43, Deutsche Bank 9, Nomura Holdings 11, Haitong Securities 2, Southwest Securities Lazard 11, Great Wall Securities 1, China Securities 43, The financial adviser league tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. The tables cover all sectors and are based on the geography of either the target, bidder or seller being Asia-Pacific excluding Japan. ASIA-PACIFIC Monthly M&A Insider July 34

37 LEAGUE TABLES TOP 2 ASIA-PACIFIC LEGAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Value Value change (%) 1 7 Freshfields Bruckhaus Deringer 51, , % 2 12 JiaYuan Law 44, , % 3 5 King & Wood Mallesons 19, , % 4 2 Linklaters 14, , % 5 3 Clifford Chance 12, , % 6 1 Herbert Smith Freehills 11, , % 7 22 White & Case 11, , % 8 21 Allens 1, , % 9 47 Kim & Chang 8, , % 1 18 Slaughter and May 8,93 2 7,9 15.5% 11 2 Amarchand & Mangaldas & Suresh A Shroff 7, , % Davis Polk & Wardwell 7, , % Weil Gotshal & Manges 6, ,833.3% Minter Ellison 6, , % Kirkland & Ellis 6, , % Allen & Gledhill 6, , % 17= - Dentons 5, = - Estudio Grau 5, = - Rodrigo Elias & Medrano 5, Simpson Thacher & Bartlett 5, , % TOP 2 ASIA-PACIFIC LEGAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Deal count Deal count change 1 3 King & Wood Mallesons 19, Herbert Smith Freehills 11, Kim & Chang 8, Clifford Chance 12, Allens 1, Baker & McKenzie 3, O'Melveny & Myers 2, Lee & Ko 3, Ashurst 2, Amarchand & Mangaldas & Suresh A Shroff 7, Norton Rose Fulbright Minter Ellison 6, Linklaters 14, Simpson Thacher & Bartlett 5, AZB & Partners 1, Grandway Law 1, JiaYuan Law 44, Johnson Winter & Slattery 4, Shin & Kim 3, Zhong Lun Law 1, The legal adviser league tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and include lapsed and withdrawn deals. The tables cover all sectors and are based on the geography of either the target, bidder or seller being Asia-Pacific excluding Japan. ASIA-PACIFIC Monthly M&A Insider July 35

38 LEAGUE TABLES ACTIVITY TABLE OF PRIVATE EQUITY FIRMS ON ASIA-PACIFIC BUYOUTS Ranking Q2 214 Company name Value Deal count 1 Temasek Holdings 7, Hopu Investment Management 4, 1 3 CDH Investments 2, Sagard Private Equity Partners 2, Yunfeng Capital 1, Kohlberg Kravis Roberts 1, Insight Venture Partners 1,2 2 8 IMM Private Equity GIC Special Investments Innovation Network Corporation of Japan Ranking Q2 214 Company name Value Deal count 1 Temasek Holdings 7, Morgan Stanley Private Equity The Carlyle Group Sequoia Capital CDH Investments 2, Standard Chartered Private Equity CVC Capital Partners Yunfeng Capital 1, Insight Venture Partners 1,2 2 1 GIC Special Investments The private equity buyout activity tables by value and volume are based on private equity firms advising the bidder on buyout deals where the dominant geography of the target company is Asia-Pacific. The tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. ACTIVITY TABLE OF PRIVATE EQUITY FIRMS ON ASIA-PACIFIC EXITS Ranking Q2 214 Company name Value Deal count 1 DeA Capital 2, NiXEN Partners 2, Apax Partners 1, Baugur Group Warburg Pincus Crestview Partners Tiger Global Management i Group Morningside Group Richland Equities Ranking Q2 214 Company name Value Deal count 1 Richland Equities Accel Partners DeA Capital 2, NiXEN Partners 2, Apax Partners 1, Baugur Group Warburg Pincus Crestview Partners Tiger Global Management i Group The private equity exit activity tables by value and volume are based on private equity firms advising the vendor on exit deals where the dominant geography of the target company is Asia-Pacific. The tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. ASIA-PACIFIC Monthly M&A Insider July 36

39 TREND GRAPHS ASIA-PACIFIC M&A QUARTERLY TREND ASIA-PACIFIC M&A QUARTERLY PRIVATE EQUITY TREND 2 1, Value (US$bn) Number of deals Value (US$bn) Number of deals Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q Total value Mid-market value Total volume Mid-market volume Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q Buyout value Exit value Buyout volume Exit volume ASIA-PACIFIC M&A ANNUAL TREND ASIA-PACIFIC M&A ANNUAL PRIVATE EQUITY TREND 5 3, , 6 3 2, Value (US$bn) 3 2 2, 1,5 Number of deals Value (US$bn) Number of deals 1, H H1 214 Total value Mid-market value Total volume Mid-market volume Buyout value Exit value Buyout volume Exit volume ASIA-PACIFIC Monthly M&A Insider July 37

40 TREND GRAPHS ASIA-PACIFIC M&A GEOGRAPHIC BREAKDOWN Q % 1.3% 1.5% 3.4% 3.5% 4.% 7.4% 8.3% 9.7% 42.4% China Australia Hong Kong South Korea India Singapore Japan Thailand Kazakhstan Taiwan Other 1.7% 1.1% 1.7% 9.4% 3.1% 7.6% 9.% 8.8% 37.1% China Australia Hong Kong South Korea India Singapore Japan Thailand Kazakhstan Taiwan Other 17.% 4.6% 15.9% ASIA-PACIFIC M&A SECTOR BREAKDOWN Q % 2.3%.2% 2.4%.4% 23.1% 1.3% 1.3% 1.3% 1.7% 2.8% 2.9% 4.1% 4.2% 4.4% 7.4% 12.3% 7.5% 1.2% 7.5% 8.% Industrials & Chemicals Technology Energy, Mining & Utilities Consumer Business Services Financial Services Pharma, Medical & Biotech Leisure Media Transportation Construction Real Estate Agriculture Telecommunications Defence Other 3.1% 4.2% 4.9% 5.5% 6.3% 7.3% 7.8% 1.3% 2.% 11.1% 13.2% Industrials & Chemicals Technology Energy, Mining & Utilities Consumer Business Services Financial Services Pharma, Medical & Biotech Leisure Media Transportation Construction Real Estate Agriculture Telecommunications Defence Other ASIA-PACIFIC Monthly M&A Insider July 38

41 TREND GRAPHS ASIA-PACIFIC M&A DEAL SIZE BREAKDOWN Q2 214 Percentage % 15.7% 22.2% 13.5% 19.9% 2.6% 24.4% 17.% 27.2% 16.6% 13.5% 3.4% 26.2% 29.7% 28.8% 11.6% 17.5% 34.1% 23.3% 17.9% 25.8% Percentage %.4%.3%.4%.3%.2%.4%.9% 1.% 1.5%.8%.9%.8% 1.1% 4.5% 5.4% 4.4% 5.2% 4.7% 5.3% 5.3% 5.7% 5.1% 5.6% 5.3% 5.9% 5.6% 6.6% % 11.2% 11.1% 12.% 12.2% 13.4% 12.5% % 87.9% 88.7% 87.7% 88.5% 88.1% 86.6% 1 2.5% 21.5% 22.% 2.4% 21.8% 23.4% 2.5% H H1 214 US$-US$25m US$251m-US$5m US$51m-US$2,m US$2,1m-US$5,m >US$5,1m US$-US$25m US$251m-US$5m US$51m-US$2,m US$2,1m-US$5,m >US$5,1m SECTOR ANALYSIS ASIA-PACIFIC SECTOR ANALYSIS Sector Q2 214 Q2 213 % change Value Mrk share Deal count Value Mrk share Deal count Value Volume Energy, Mining & Utilities 22, % 92 29, % % 35.3% Financial Services 18,42 1.2% 61 8, % % -11.6% Industrials & Chemicals 14,537 8.% 165 1, % % -1.8% Technology 13, % 11 5, % % 71.9% Consumer 13, % 86 22, % % -3.4% Transportation 13, % 35 6, % % 4.% Real Estate 7,89 4.4% 2 2, % % -56.5% Media 7, % 41 1, % % 86.4% Pharma, Medical & Biotech 7, % 52 3,16 2.6% % -7.1% Leisure 5, % 46 3,665 3.% % % Agriculture 5,15 2.8% % 1 2,126.% 9.% Telecommunications 3, % 8 1, % % 33.3% Defence 2, % 2 1, % % % Business Services 2,41 1.3% 65 1, % % -8.5% Construction 2, % 26 5, % % -31.6% Other 41, % % % Total 18, , % 6.5% ASIA-PACIFIC Return to contents Monthly M&A Insider July 39

42 A MERGERMARKET M&A REPORT ON EUROPE As confidence returned to the markets, US$285.8bn worth of deals in Q2 214 finally approximated the pre-recession results and elevated the whole H1 performance to its highest level in five years. The first six months of 214 generated a value of US$457.8bn, which constitutes the best performing half-year since H2 28 s US$54.5bn. Q2 214 alone has the highest quarter result since Q3 28 (US$287.4bn) and is the second highest Q2 since Q2 27 (US$583.4bn). The last three months have also over-performed the Q1 214 value of US$172m by 65%. For the third consecutive quarter, deal values are on the rise making us observe the most consistent positive trend since 25. This outcome owes a credit to several mega deals, the top ten of which have accounted for US$151.2bn, a large chunk of onethird of all European M&A activity this quarter. Investors paid 72% more for each deal signed, boosting the average deal size to US$27bn, the highest figure after Q3 28, when deals were priced at an average of US$226m. Three out of the 1 largest investments within Europe were coming from across the Atlantic, including the number one purchase of Covidien by the US-based Medtronic (US$45.9bn). This transaction along side with two more top deals: Novartis acquisition of GlaxoSmithKline Plc s Oncology division and Eli Lilly and Company s takeover of Animal Health Division; contributed to Pharma, Medical & Biotech sector s US$87.9bn total value and placed it on top of the sectors ranking a 383% improvement compared to the value of H1 213 (US$18.2bn). The second largest sector was Telecommunications with only 4 deals in total, yet valued high at US$68.2bn. The real driving force was Vivendi s US$23.3bn disposal of French SFR, a mobile and fixed-line telecommunication service provider, to the Luxembourg-based Altice. Announced on 5 April, right at the beginning of the quarter, it noticeably distorted the sector s position in the ranking. Industrials & Chemicals became the third biggest sector with its 574 deals valued at US$55.6bn. The value-based tables point at the USA as the leader of all Europe-targeted transactions in 214 (US$11.4bn). In the same period of the last year a total of US$58bn also placed the country as the top investor in the same ranking. The most active region for H1 214 was the UK with 451 transactions. Private Equity European Private Equity exits this quarter (US$45bn, 182 deals) increased 73.7% in value and 3.9% in volume when compared with Q1 214 data. The semi-annual result (US$7.9bn) already equals the 81% of the full 213 exits value (US$87.4bn). Thus far, 214 has brought confidence and higher returns on private equity investments as the average exit value jumped to US$247m in Q2 214, the highest since Q On the buyout side, there were 485 deals signed so far this year and they were all together valued at US$57.6bn. This year, Q2 kept the upward trend accounting for 235 deals worth US$33.8bn. These figures boosted the average deal size showing a preference for slightly less deals with higher value. Cinven Limited, the UK-based private equity company, was the seller and the bidder in two of the Top European deals in Q2 214: the secondary buyout targeting Norway-based software company, Visma AS, a transaction valued at US$3.5bn and the divestment of a 34.6% stake in Numericable for US$5.3bn. League tables Goldman Sachs leads the Q2 value ranking of the financial advisory firms. The company facilitated 38 mergers and acquisitions of a combined value of US$152.2bn, which is 15% higher than Q2 213 s US$6.8bn. Citi came second, assisting on 31 deals worth US$118.5bn. Rothschild led Q2 214 league tables by deal count, with 57 transactions, followed by KPMG with 54 deals. Legal matters were led by Freshfields Bruckhaus Deringer, coming first in both value and volume tables, advising on 55 deals worth US$171.2bn. In second place for value listing was Cleary Gottlieb Steen & Hamilton (US$134.4bn). Monthly M&A Insider July 4

43 DEAL OF THE QUARTER Deal summary Announced: 15-Jun-14 Deal value: US$45,894m Medtronic Inc.a (Medtronic) [NYSE: MDT], the US-based medical company entered into definitive agreement to acquire Covidien Plc (Covidien) [NYSE: COV], the Ireland-based US listed healthcare company. TERMS: The offer price is US$93.22 in cash and share per Covidien share. The offer is made of US$35.19 cash and.956 Medtronic share for every 1 share of Covidien, equivalent to US$58.3, using Medtronic share price one day prior to the announcement date. The offer price represents a premium of 29.4% based on Covidien s closing share price of US$72.2 per share on 13-Jun-14, one day prior to the announcement date The offer price represents a premium of 29.1% based on Covidien s closing share price of per share on 13-May-14, one month prior to the announcement. The offer price values the entire equity of Covidien at US$42.5bn. TERMINATION: The merger will have a termination date on 15-Mar-15, by which day it will have to become effective and wholly unconditional. The transaction is subject to a termination fee of US$85m, payable by Medtronic to Covidien within three business days. If a superior offer were to emerge for Covidien, the company would be required to give Medtronic at least three business days to make adjustments to its current offer before Covidien s board of directors could effect a change of recommendation of the deal. FINANCING: Medtronic has secured US$2.8bn and US$13.5bn fully underwritten financing commitments from Bank of America to finance the cash portion and to pay off the expenses related to the transaction. RATIONALE: The transaction will enable Medtronic and Covidien to create a company having a comprehensive product portfolio and broad global reach to improve healthcare outcomes. The transaction will also enable Medtronic to serve more number of patients and address the demands of its current healthcare marketplace more efficiently. Medtronic will be able to provide broader array of complementary therapies and solutions. Medtronic will accelerate its core strategies of Therapy Innovation, Globalisation and Economic Value. These synergies include the benefits of optimising global backoffice, manufacturing and distribution infrastructure, as well as the elimination of redundant public company costs which excludes any potential revenue synergies. The acquisition will be accretive to Medtronic s cash earnings in FY 216 and GAAP earnings by FY 218. POST DEAL DETAILS: The combined entity will have a comprehensive product portfolio with 87, employees in more than 15 countries and revenues of US$27bn, including US$3.7bn from emerging markets. Medtronic and Covidien will be combined into a newly formed entity, to be called as Medtronic plc. Medtronic plc principal executive office will be located in Ireland and will be led by Mr. Ishrak and will continue to have its operational headquarters in Minneapolis, where Medtronic Inc currently employs more than 8, people. Medtronic shareholders will own 7% and Covidien shareholders will own 3% of the newly formed entity. The new company s shares will be traded on New York Stock Exchange. Medtronic will also commit approximately US$1bn over 1 years in technology investments. EUROPE Monthly M&A Insider July 41

44 DEAL OF THE QUARTER CONDITIONS: Medtronic shareholders approval. Covidien shareholders approval. High Court sanction. Approval for listing on NYSE of the New Medtronic Shares. Regulatory approvals: - EC (Europe). - HSR (USA). - MOFCOM (China). - IAA (Israel). - KFTC (South Korea). - Rekabet Kurumu (Turkey). - JFTC (Japan). - FAS (Russia). - Competition Bureau (Canada). Sources of funding Equity provider Amount Stake Debt provider Terms - n/a Bank of America Merrill Lynch n/a Exit multiples Y/E 31-Mar-12 Premium analysis Multiples Value Offer price per share (US$) Revenue 4.5 1,235 1 day before 29.43% EBITDA ,774 1 month before 29.15% EBIT ,132 1 day after 7.46% Earnings ,6 Pre-rumour 29.44% Advisers Target/Seller Bidder Financial Goldman Sachs Financial Perella Weinberg Partners Legal Arthur Cox; Skadden Arps Slate Meagher & Flom; Slaughter and May; Sullivan & Cromwell (Advising Goldman Sachs); and Wachtell, Lipton, Rosen & Katz Legal A&L Goodbody; Cleary Gottlieb Steen & Hamilton; Freshfields Bruckhaus Deringer (Advising Perella Weinberg Partners); Matheson (Advising Perella Weinberg Partners); Shearman & Sterling (Advising Bank of America Merrill Lynch); and William Fry (Advising Bank of America Merrill Lynch) PR Joele Frank Wilkinson Brimmer Katcher PR Brunswick Group Mergermarket/dealReporter intelligence 5-Jun Jun-14 Medtronic to exercise option to buy Corventis Medtronic agrees to acquire Covidien for approximately US$42.9bn EUROPE Monthly M&A Insider July 42

45 DEAL OF THE QUARTER Bidder Medtronic Inc Headquarters Sector Description 71 Medtronic Pkwy NE LC-11 Minneapolis, MN Medical US-based company that provides products and therapies for use by medical professionals Target Covidien Plc Headquarters Sector Description 2 Lower Hatch Street Dublin 2, Ireland Pharma, Medical & Biotech Ireland-based healthcare company engaged in the development, manufacture and sale of healthcare products EUROPE Monthly M&A Insider July 43

46 TOP DEALS & EXPECTED DEALS TOP 1 EUROPEAN ANNOUNCED DEALS OF Q2 214 Announced Bidder company Target company Target dominant sector 15-Jun-14 Medtronic Inc Covidien Plc Pharma, Medical & Biotech Seller company Exit multiples (x) Bid premia 1-day Revenue EBITDA P/E before Deal value % 45,894 7-Apr-14 Holcim Ltd Lafarge SA Construction % 39,968 5-Apr-14 Altice SA SFR SA Telecommunications Vivendi SA , Apr-14 Novartis AG GlaxoSmithKline Plc (Oncology division) Pharma, Medical & Biotech GlaxoSmithKline Plc ,5 22-Apr-14 Eli Lilly and Company Limited Novartis Animal Health Inc Pharma, Medical & Biotech Novartis AG ,4 7-Apr-14 Altice SA Numericable (34.6% stake) Telecommunications Cinven Limited; and The Carlyle Group % 5,338 7-May-14 Jacobs Douwe Egberts D.E Master Blenders 1753 NV; and Mondelez International Inc (coffee business outside France) Consumer Mondelez International Inc; and Acorn Holdings BV , 12-Jun-14 Amaya Gaming Group Inc Oldford Group Limited Leisure Mark Scheinberg (private individual) 28-Apr-14 Cinven Limited Visma AS Business Services HgCapital; Montagu Private Equity LLP; and Kohlberg Kravis Roberts & Co LP , , Apr-14 Rolls-Royce Plc Rolls-Royce Power Systems AG (5% stake) Based on announced deals, including lapsed and withdrawn bids Based on dominant geography of target company being European Data correct as of 8-Jul-14 Industrials & Chemicals Daimler AG ,36 EUROPE Monthly M&A Insider July 44

47 TOP DEALS & EXPECTED DEALS PIPELINE OF EUROPEAN EXPECTED DEALS Situation Target company Sector Potential bidder company Financial adviser to bidder (B); target (T); seller (S) Seller company Market cap/ est value Comments Potential sale Potential acquisition Brylcreem Consumer - PwC Unilever 1,73 Unilever, the Anglo-Dutch listed consumer-goods group, has mandated PwC to look at sale options for its Brylcreem unit, The Sunday Telegraph reported. The unsourced report said a number of smaller personal-care brands are also being considered for sale alongside the Brylcreem hair-products division. International competitors, particularly in China and India, are expected to be interested in the acquisition, the report said. Unilever paid GBP 1bn ( 1.3bn) to acquire Brylcreem and other brands from Chicago-based Sara Lee five years ago, the report noted. It said the FTSE 1-listed group is now focusing on 15 operations it has identified as power brands. Neither Unilever nor PwC wished to comment, the item reported. John Holland Construction Lend Lease - - 1,41 Lend Lease, the ASX-listed property group, may bid for John Holland, the Australian construction business being sold by Leighton Holdings, the Australian Financial Review reported. According to the unsourced report in the paper s Street Talk column, Lend Lease is the only locally listed buyer capable of buying all of John Holland, which could be valued between AU$1bn (US$938m) and AU$1.5bn. The item noted that Lend Lease recently earned AU$1.2bn from the sale of its stake in the Bluewater shopping centre. But the report pointed out, on the other hand, that Lend Lease s appetite for such a large acquisition is questionable. The company has previously stated that it does not want its construction book to exceed AU$2bn. The report claimed that as of December the book stood at AU$15.5bn. The paper said the Australian Competition and Consumer Commission (ACCC) could take a look at any. offer by Lend Lease because it might result in too much concentration in the construction sector. The item said at this point overseas players, including KBR, Samsung C&T, and Bouygues are considered the most likely buyers. It said Leighton could still overhaul John Holland before the sale and extract certain parts of the business to add to its operations. The report claimed that parts of John Holland could interest local players such as Laing O Rourke. The report said indicative offers for John Holland are due by the end of July. EUROPE Monthly M&A Insider July 45

48 TOP DEALS & EXPECTED DEALS Situation Target company Sector Potential bidder company Financial adviser to bidder (B); target (T); seller (S) Seller company Market cap/ est value Comments Potential acquisition Tullow Oil (Ugandan Assets) Energy, Mining & Utilities Russian Technologies State Corporation - - 7,7 Rostec, a Russian state corporation, is looking to acquire upstream oil assets in Uganda to feed that country s first oil refinery it is bidding for, a source told this news service. The Russian entity is part of a consortium, alongside VTB Capital and Tatneft, bidding for the construction of the Hoima oil refinery, situated near the Albert Basin oil field. Should it win, it would need to secure feedstock for the refinery, which will have a capacity of 6, bbl/d. Other firms bidding for the refinery include China Petroleum Pipeline Bureau, Petrofac, SK Energy, Marubeni and Vitol. The winning bidder is expected to be announced in July. Rostec is looking to make a decision on how to acquire the upstream assets within the next six months, the source said. It s a chicken-and-egg situation. There is a need to know how, and this guarantee is also required so that debt financing can be accessed to build the oil refinery. Assets of interest to Rostec include the Tullow [LON:TLW] stake in the Albert Basin oil field, the source said. It is also looking at other assets in Uganda and the Democratic Republic of the Congo, and may participate in upcoming licensing rounds. But Tullow does not intend to sell its assets in Uganda, and it has not begun a process to sell any Ugandan assets, a spokesperson said. Tullow remains committed to Uganda for the long term and the company will stay in Uganda for the development and production phase. Earlier this year, however, Tullow s chief operating officer said the firm would consider selling a part of its stake in the Albert Basin in favour of concentrating on its assets in neighbouring Kenya. Tullow owns 33% of the Albert Basin, after farming out to Total and CNOOC in 212. Tullow and its partners have estimated the oil field to yield a production volume of 2, bbl/d. So a Tullow s stake would cover the needs of the refinery, a sector analyst said. Tullow is yet to receive a production license from the Ugandan government, which the source and a Ugandan banker believe would delay a potential deal. Many of us expect Tullow to sell down its stake or sell out completely once it receives licensing. It would be a good thing, the analyst noted. The company could cash in and avoid the capex associated with the working interest. Tullow obtained exploration licenses in Uganda in 24, and made significant oil discoveries in the Albert Basin in 26, according to its website. It applied for a production license for the Albert Basin last year. It has not yet been granted by the government, though it is expected shortly, the banker said. The banker also said Tullow s relationship with the government was difficult. He cited a dispute over the government claim for US$4m in capital gains tax after Heritage Oil sold assets worth US$1.45bn to Tullow in 21. Earlier this month, the government repossessed the Ngassa oil field from Tullow, after it missed its appraisal deadlines. CNOOC and Total appear to be less of a target. Nothing is off the table. A likely transaction would be with Tullow, the banker added. Tullow s market cap is GB 7.7bn EUROPE Monthly M&A Insider July 46

49 TOP DEALS & EXPECTED DEALS Situation Target company Sector Potential bidder company Financial adviser to bidder (B); target (T); seller (S) Seller company Market cap/ est value Comments Potencial Acquisition Nemetschek Business Services Dassault Systemes SA Nemetschek could be on radar of Dassault Systemes report (translated) Story Dassault Systemes, the French software specialist, could be interested in taking over German rival Nemetschek, Der Aktionaer suggested without naming sources. The German magazine pointed out that Dassault Systemes has been named a potential bidder for Nemetschek repeatedly. The report highlighted that Nemetschek would be an ideal fit for Dassault Systemes product portfolio. Der Aktionaer highlighted that the German Nemetschek family still holds more than 5% in Nemetschek and has repeatedly expressed its commitment to the company. However, the article speculated that the family may be tempted by an attractive offer. Nemetschek has a market cap of 664m. Potencial Merger Dialog Semiconductor Industrials & Chemicals AMS - - 4,897 Dialog Semiconductor, a computer chip group listed in the UK, and Austrian chipmaker AMS are in early-stage discussions over a merger, the Financial Times reported. The report, which cited unnamed sources who know about the matter, said that it could be an equal merger, under which Dialog would be delisted and incorporated into AMS s listing in Switzerland. Dialog, which is headquartered in Germany, has a market cap of about 1.7bn while AMS s market cap is around CHF2.1bn ( 1.9bn), the report added. Potencial Acquisition Antares OOO Telecommunications TransTelecom Russian telco TransTelecom (TTK) is interested in Antares, the Russian telecom operator that owns frequencies suitable for the construction of fourth-generation mobile networks (4G LTE) across Russia, reported Vedomosti. The Russian daily cited sources close to both companies and an unspecified member of the board of directors of RZD, confirming ongoing talks with Antares owner Yevgeny Roitman. RZD, the state-owned Russian railway company, holds a 1% stake in TTK. The deal may involve a merger of the companies, as a result of which Antares owner would become a minority shareholder in TTK, one of the sources told the paper. According to a source close to TTK, the deal may be considered by RZD s board of directors in early July. The value of Antares was not disclosed in the report. Vedomosti also reported that since 26, RZD had been signalling plans to sell a non-controlling stake in TTK to a private investor. In 212, TTK was valued at RUB 19bn (US$562.3m), based on internal interim assessment, the report added. Expected deals based on confirmed announcements by companies involved. EUROPE Monthly M&A Insider July 47

50 LEAGUE TABLES TOP 2 EUROPEAN FINANCIAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value (US$bn) Deal count Value (US$bn) Value change (%) 1 1 Goldman Sachs % 2 9 Citi % 3 2 Morgan Stanley % 4 3 Lazard % 5 1 Bank of America Merrill Lynch % 6 5 BNP Paribas % 7 7 JPMorgan % 8 11 Credit Suisse % 9 19 Perella Weinberg Partners % 1 14 Rothschild % Societe Generale % 12 - Zaoui & Co Barclays % UBS Investment Bank % 15 6 Deutsche Bank % HSBC % Credit Agricole % 18 - Arkle Associates Centerview Partners Santander Global Banking and Markets % TOP 2 EUROPEAN FINANCIAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value (US$bn) Deal count Deal count Deal count change 1 5 Rothschild KPMG PwC Deloitte Lazard Goldman Sachs Citi JPMorgan Morgan Stanley Bank of America Merrill Lynch EY BDO Barclays BNP Paribas UBS Investment Bank Deutsche Bank Credit Suisse Societe Generale Canaccord Genuity UniCredit Group The financial adviser league tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. The tables cover all sectors and are based on the geography of either the target, bidder or seller being European. EUROPE Monthly M&A Insider July 48

51 LEAGUE TABLES TOP 2 EUROPEAN LEGAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value (US$bn) Deal count Value (US$bn) Value change (%) 1 1 Freshfields Bruckhaus Deringer % 2 8 Cleary Gottlieb Steen & Hamilton % 3 3 Sullivan & Cromwell ,52.7% 4 2 Linklaters % 5 6 Skadden Arps Slate Meagher & Flom % 6 33 Slaughter and May ,292.2% Blake, Cassels & Graydon ,766.6% Baer & Karrer ,329.3% 9 - Wachtell, Lipton, Rosen & Katz Arthur Cox % Matheson % A&L Goodbody % Amarchand & Mangaldas & Suresh A Shroff & Co ,62.5% Homburger ,349.9% AZB & Partners ,193.3% 16 5 Allen & Overy % Bredin Prat ,693.1% Franklin Societe d'avocats ,54.1% Ropes & Gray ,93.7% 2 5 Hogan Lovells International % TOP 2 EUROPEAN LEGAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value (US$bn) Deal count Deal count Deal count change 1 4 Freshfields Bruckhaus Deringer Linklaters Clifford Chance White & Case CMS Allen & Overy DLA Piper Jones Day Hogan Lovells International Latham & Watkins Vinge Baker & McKenzie Mannheimer Swartling King & Wood Mallesons Weil Gotshal & Manges Squire Patton Boggs Cleary Gottlieb Steen & Hamilton Norton Rose Fulbright Eversheds Slaughter and May The legal adviser league tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and include lapsed and withdrawn deals. The tables cover all sectors and are based on the geography of either the target, bidder or seller being European. EUROPE Monthly M&A Insider July 49

52 LEAGUE TABLES ACTIVITY TABLE OF PRIVATE EQUITY FIRMS ON EUROPEAN BUYOUTS Ranking Q2 214 Company name Value Deal count 1 Kohlberg Kravis Roberts & Co 7, HgCapital 6, Cinven 4, Astorg Partners 3, Ardian 2, Triton Partners 2, Temasek Holdings Pte 2, = CDH Investments 2,31 1 8= Sagard Private Equity Partners 2, Clayton, Dubilier & Rice 1, Montagu Private Equity 1, TPG Capital 1, Warburg Pincus 1, PAG Capital 1, Permira 1,14 2 Ranking Q2 214 Company name Value Deal count 1 LDC Kohlberg Kravis Roberts & Co 7, Ardian 2, PAI Partners 1, Nordic Capital 1, Intermediate Capital Group Bowmark Capital CapMan = Aurelius - 3 9= EQT Partners - 3 9= Intera Equity Partners - 3 9= Naxicap Partners HgCapital 6, Cinven 4, Astorg Partners 3,264 2 The private equity buyout activity tables by value and volume are based on private equity firms advising the bidder on buyout deals where the dominant geography of the target company is European. The tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. ACTIVITY TABLE OF PRIVATE EQUITY FIRMS ON EUROPEAN EXITS Ranking Q2 214 Company name Value Deal count 1 Cinven 7, HgCapital 7, Kohlberg Kravis Roberts & Co 6, The Carlyle Group 6, Montagu Private Equity 3, Astorg Partners 3, CVC Capital Partners 3, Oak Hill Capital Partners 2, i Group 2, DeA Capital 2, NiXEN Partners 2, Ardian 1, PAI Partners 1, Apax Partners 1, Dubai International Capital 1,651 1 Ranking Q2 214 Company name Value Deal count 1 3i Group 2, Cinven 7, The Carlyle Group 6, Synergo SGR Bencis Capital Partners HgCapital 7, Montagu Private Equity 3, Astorg Partners 3, Bridgepoint 1, LBO France 1, IK Investment Partners Herkules Capital Quadrivio SGR Phoenix Equity Partners Baring Private Equity Partners Espana The private equity exit activity tables by value and volume are based on private equity firms advising the vendor on exit deals where the dominant geography of the target company is European. The tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. EUROPE Monthly M&A Insider July 5

53 TREND GRAPHS EUROPEAN M&A QUARTERLY TREND EUROPEAN M&A QUARTERLY PRIVATE EQUITY TREND 6 2, Value (US$bn) ,8 1,6 1,4 1,2 1, 8 Number of deals Value (US$bn) Number of deals Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q Total value Mid-market value Total volume Mid-market volume Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q Buyout value Exit value Buyout volume Exit volume EUROPEAN M&A ANNUAL TREND EUROPEAN M&A ANNUAL PRIVATE EQUITY TREND 1,6 8, 35 1,6 1,4 7, 3 1,4 1,2 6, 25 1,2 Value (US$bn) 1, 8 6 5, 4, 3, Number of deals Value (US$bn) , 8 6 Number of deals 4 2, , H H1 214 Total value Mid-market value Total volume Mid-market volume Buyout value Exit value Buyout volume Exit volume EUROPE Monthly M&A Insider July 51

54 TREND GRAPHS EUROPEAN M&A GEOGRAPHIC BREAKDOWN Q % 2.3% 4.5% 4.9% 6.1% 14.4% 22.1% 13.9% USA UK Switzerland France Luxembourg Northern Europe CEE Germany Brazil China Others 1.1%.1% 9.6% 25.3% 11.7% 16.% 3.6% USA UK Switzerland France Luxembourg Northern Europe CEE Germany Brazil China Others 7.% 8.9% 13.6% 8.5% 11.6%.6% 11.9% EUROPEAN M&A SECTOR BREAKDOWN Q %.9% 1.4% 2.% 1.%.1% 14.9% 5.7% 1.8% 9.8% 2.5% 2.9% 19.2% 12.1% 8.3% 3.8% 2.9% 5.5% 9.6% Industrials & Chemicals Consumer Business Services Technology Financial Services Energy, Mining & Utilities Pharma, Medical & Biotech Leisure Transportation Construction Media Real Estate Telecommunications Agriculture Defence 4.% 4.1% 4.4% 6.8% 7.% 7.5% 3.9% 9.6% 12.2% 2.6% 15.4% Industrials & Chemicals Consumer Business Services Technology Financial Services Energy, Mining & Utilities Pharma, Medical & Biotech Leisure Transportation Construction Media Real Estate Telecommunications Agriculture Defence EUROPE Monthly M&A Insider July 52

55 TREND GRAPHS EUROPEAN M&A DEAL SIZE BREAKDOWN Q2 214 Percentage % 15.% 19.2% 8.3% 13.1% % 26.6% 33.6% 33.9% 18.7% 2.4% 2.7% 18.7% 29.1% 28.9% 2.9% 25.3% 8.5% 9.% 9.8% 9.5% 16.3% 14.6% 14.3% 12.6% % 25.7% 27.5% 1.3% 14.4% % 17.5% 22.5% 6.3% 1.6% H1 214 Percentage %.4%.3%.4%.4%.2%.5%.9%.9%.7%.9%.8%.9% 1.% 3.7% 2.7% 3.7% 4.% 3.5% 3.3% 3.9% 2.9% 3.2% 3.2% 3.7% 4.2% 3.6% 2.9% 93.1% 92.4% 92.1% 9.6% 91.1% 91.6% 91.7% H1 214 US$-US$25m US$251m-US$5m US$51m-US$2,m US$2,1m-US$5,m >US$5,1m US$-US$25m US$251m-US$5m US$51m-US$2,m US$2,1m-US$5,m >US$5,1m SECTOR ANALYSIS EUROPEAN SECTOR ANALYSIS Sector Q2 214 Q2 213 % change Value Mrk share Deal count Value Mrk share Deal count Value Volume Telecommunications 68, % 4 46, % 44 46% -9% Industrials & Chemicals 55, % , % 587 7% -2% Energy, Mining & Utilities 43, % , % 25-34% -4% Consumer 37, % , % 434 8% -% Financial Services 25, % , % % -7% Media 8, % 11 12, % 17-33% 3% Real Estate 26,44 5.7% 57 8, % % 24% Business Services 17, % 342 1, % % 3% Pharma, Medical & Biotech 87, % , % % 22% Technology 13, % 271 6, % % 12% Transport 11, % , % % 3% Agriculture 4,321.9% 29 1,693.5% % -31% Leisure 13,85 2.9% 124 9,6 2.7% % -2% Construction 44, % 113 3, % 11 1,151% 12% Defence 379.1% 5 2,799.8% 11-86% -55% Total 457, , ,2 1 2,775 37% 1% EUROPE Return to contents Monthly M&A Insider July 53

56 A MERGERMARKET M&A REPORT ON THE MIDDLE EAST & AFRICA In sharp contrast to Q1 s subdued performance, deal activity in the Middle East and Africa (ME&A) offered a more refreshing picture in Q2 214, with both value and volume on the rise. US$14.1bn-worth of deals were signed between April and June, a 19.9% increase on the January-March period (US$6.7bn). Since 27, only 213 posted better figures in the second quarter (US$21.6bn), but this was largely due to a single high-value transaction the US$7.5bn joint venture between Investment Corporation of Dubai and Mubadala Development Company in June 213. By taking out this deal, value activity in Q2 214 and Q2 213 reached identical levels. A less rosy picture emerged however when comparing half-year figures, with the second quarter s pick-up barely able to offset Q1 s low numbers. With US$2.8bn worth of deals, H1 214 was 39.3% down on the same period in 213 (US$34.3bn), and the worst first-half since 29 (US$9.6bn). Although the investment case for buying into the region is only expected to strengthen in the long run, whether this year s M&A activity can rise to the highs seen in last four years remains to be seen. Private equity offered mixed results in the second quarter. While buyout deals dropped sharply to US$ 373m a 69.2% decrease on Q2 213 and the lowest quarterly figure since Q2 212 exits climbed to US$ 2.7bn a 15% rise on Q1 214 and the best quarterly figure since Q1 28. On the back of increasing valuations and buoyant equity markets across the globe, private equity firms appear keen to cash out on their investments and realise large profits. The biggest exit transaction was Apax Partner s sale of its 56% stake in Israeli food producer Tnuva Food Industries for US$ 1.8bn. According to press reports, the deal could value the company at as much as US$ 2.6bn, compared to the US$ 1.3bn valuation when Apax bought into it in 28. As a result of this transaction, Apax Partners topped Q2 214 exits league table for the region. On the buyout front, private equity firm Kohlberg Kravis Roberts & Co (KKR) retained its leading position, following its US$2m investment in Ethiopia-based rose grower and distributor Afriflora. This is KKR s first direct investment in Africa, to which more will follow, said Johannes Huth, Head for Europe and ME&A. This investment reflects the longterm commitment of our firm to the wider Africa region, he said, adding that the firm looks forward to making further investments through its private equity, infrastructure and energy platforms. KKR topped also Q2 213 s buyout league table, on the back of its 9% stake acquisition of Alliance Tire Group of Israel for US$625m. in a press release. Amethis would target minority stakes in small to medium-sized company, partially as a consequence of capital inflows pushing up prices on larger targets. The fund is backed by the Edmond de Rothschild Group. Amethis s successful fundraising followed hard on the heels of Carlyle s closing of its first sub-saharan Africa fund at US$ 698m in April. Private equity group Abrjaa, based in Dubai, also expects to complete four further transactions in the region by the end of the year and raise an additional US$5m to US$7m in capital. The Technology, Media & Telecommunications sector (TMT) saw the greatest volume of deals in Q2 214 at US$4bn, a 3,365% increase on last year, when it was one of the worst performing sectors in terms of value (US$116m). Three of the biggest deals were telecom-related, including Q2 s largest the purchase of a 51% stake in Orascom Telecom Algerie by the Algerian national investment fund (Fonds National d Investissement) for US$2.6bn. This flurry of activity in the TMT arena points to a process of consolidation among telecom operators facing the challenges of patchy infrastructure networks and regular power cuts. Given the underlying trends in population growth and mobile phone penetration, the future for the sector looks promising the continent leads the world in non-bank payments using mobile phones and Sub-Saharan Africa is the fastest growing region in terms of mobile subscriptions, according to data collected by research group Analysys Mason. The more active markets after TMT in Q2 214 were Energy, Mining & Utilities (US$2.7bn, down 55% on the previous year), Consumer (US$1.6bn, up 19%), and Construction (US$1.6bn, up 61%). In Q2 213 Industrial & Chemicals was the dominant segment (US$1.5bn), followed by Energy (US$6.1bn), Consumer (US$1.5bn), and TMT (US$1.2bn). After coming ninth in Q2 213 s Financial Adviser league table, Goldman Sachs climbed to the top position at US$3.9bn-worth of deals, with Bank of America Merrill Lynch and Standard Chartered coming in second and third, with US$3.4bn and US$3.3bn respectively. As a vote of confidence on Africa s growth potential, private equity firm, Amethis, announced in June that it raised US$53m for its fund dedicated to long-term investments in the region, showing increasing interest of US and European investors, the firm said Monthly M&A Insider July 54

57 DEAL OF THE QUARTER Deal summary Announced: 22-May-14 Deal value: US$1,749m Bright Food (Group) Co., Ltd. has agreed to acquire 56% stake in Tnuva Food Industries Ltd. from Apax Partners LLP. Bright Food (Group) Co., Ltd. (Bright Food), the China-based company engaged in food, real estate, service, tourism and urban industries. Tnuva Food Industries Ltd. (Tnuva), the Israel-based producer and distributor of dairy and frozen food products. Apax Partners LLP (Apax), the UK-based private equity firm. TERMS: US$96m will be paid for 56.1% stake in Tnuva, valuing the company at US$2.5bn The consideration represents 1 times of Tnuva s 213 adjusted EBITDA TERMINATION FEE: If any of the party terminate the agreement, then it would be liable to pay NIS 14m as compensation to the other party. RATIONALE: The acquisition will enable Bright Food to expand its dairy foods business in the Chinese market and thereby give access to Tnuva s technological know-how in dairy production business. Bright Food is committed to keep Tnuva center of operations including its management, production and development in Israel itself. A representative of Bright Food will serve as the Chairman of Tnuva while the other members in the management will continue to serve the company with its current role. EXPECTED COMPLETION: The transaction is expected to complete within weeks. CONDITION: Regulatory approval. BACKGROUND: In January 27, Apax, Mivtach and Kibbutzim acquired Tnuva, for a total consideration US$1,25m. Of which, Apax and Mivtach together held 76.7% stake in Tnuva while the remaining was held by Kibbutzim. Tnuva had reported revenues of ILS7.17bn (US$267.87m) in 213. Concurrently, Tnuva has filed an prospectus with the Israeli authorities to hold its IPO in May 214 if the acquisition fails. Of which, the new shares will represent 1% stake of Tnuva and 15% stake of Apax respectively. POST DEAL DETAILS: Mivtach Shamir Holdings Ltd (Mivtach) will hold 2.7% stake in Tnuva while the remaining 23.3% stake will be held by the Israelian consortium formed by Kibbutzim, Moshavim and the Kibbutz Economic Organizations (Kibbutzim). Exit multiples Y/E 31-Dec-12 Premium analysis Multiples Value Offer price per share (US$) - Revenue 1.2 2, day before - EBITDA month before - EBIT - - Earnings MIDDLE EAST & AFRICA Monthly M&A Insider July 55

58 DEAL OF THE QUARTER Advisers Target/Seller Bidder Financial Goldman Sachs Financial Citi Legal Global Law Office Legal Freshfields Bruckhaus Deringer Mergermarket/dealReporter intelligence 13-Jul-13 4-Sep Nov Jan Feb-14 2-Mar Apr May May May-14 9-Jun-14 Tnuva mulls TASE IPO Bright Food confirms talks over buying Tnuva, will also consider other appropriate acquisition targets Apax begins talks to increase stake in Tnuva Tnuva board approves pushing forward with IPO Bright Food to start talks on buying controlling interest in Tnuva this week Tnuva to file for IPO in days; Bright Food still in takeover talks Tnuva s sale to China s Bright Food to be signed in two weeks Bright Food (Group) still in talks for Tnuva acquisition, deal won t be signed this week Tnuva signs deal to sell 56% stake to Bright Food Bright Food Group acquires 56% stake in Tnuva from Apax Partner Bright Food in talks with banks for US$7m-US$8m equivalent loan to back 56% stake acquisition in Tnuva Bidder Bright Food (Group) Co Ltd Headquarters No. 7, Lane 263 Huashan Road Shanghai Shanghai China Sector Description Conglomerate China-based company engaged in food, real estate, service, tourism and urban industries Target Tnuva Food Industries Ltd Headquarters Sector Description Rav Mecher Building Gillot Junction Ramat Hasharon Tel Aviv Israel Consumer food Israel-based producer and distributor of dairy and frozen food products Seller Apax Partners LLP Headquarters Sector Description 33 Jermyn Street London Greater London United Kingdom Financial Services UK-based private equity firm investing in tech & telecom, media, retail and consumer, healthcare and the financial services sectors MIDDLE EAST & AFRICA Monthly M&A Insider July 56

59 TOP DEALS TOP 1 MIDDLE EASTERN & AFRICAN ANNOUNCED DEALS OF Q2 214 Announced Bidder company Target company Target dominant sector Seller company Exit multiples (x) Bid premia 1-day Revenue EBITDA P/E before Deal value 18-Apr-14 Fonds National d'investissement Orascom Telecom Algerie SPA (51% stake) Telecommunications Global Telecom Holding SAE , May-14 Bright Food (Group) Co Ltd Tnuva Food Industries Ltd (56.1% stake) Consumer Apax Partners LLP , Jun-14 Government of Chad Chevron Global Energy Inc (Producing Oil Concession in Southern Chad) (25% stake); and Chevron Global Energy Inc (Export Pipeline Interests) (21% stake) Energy, Mining & Utilities Chevron Global Energy Inc ,3 4-Jun-14 Lafarge Africa Plc Lafarge South Africa (Pty) Ltd; AshakaCem PLC (58.61% stake); United Cement Company of Nigeria (Ltd) (35% stake); and Atlas Cement Company Limited Construction Lafarge SA , May-14 Vodacom Group Limited Neotel Telecommunications Tata Communications Ltd; Nexus Connexion; and Communitel Telecommunications (Pty) Ltd May-14 Maroc Telecom Atlantique Telecom Group; and Prestige Telecom SA Telecommunications Emirates Telecommunications Corporation Apr-14 A consortium led by Fajr Capital Limited National Petroleum Services Energy, Mining & Utilities Jun-14 Octodec Investments Ltd Premium Properties Ltd (85.81% stake) Real Estate % May-14 Qualcomm Incorporated Wilocity Ltd Technology Benchmark Capital; Sequoia Capital; Jerusalem Global Ventures; Tallwood Venture Capital; and Vintage Ventures Management Ltd May-14 Fairfax Financial Holdings Limited Commercial International Bank (Egypt) SAE (6.5% stake) Financial Services Actis LLP Based on announced deals, including lapsed and withdrawn bids Based on dominant geography of target company being Middle East or Africa Data correct as of 8-Jul-14 MIDDLE EAST & AFRICA Monthly M&A Insider July 57

60 LEAGUE TABLES TOP 2 MIDDLE EASTERN & AFRICAN FINANCIAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Value Value change (%) 1 9 Goldman Sachs 3, , % 2 5 Bank of America Merrill Lynch 3,39 4 1,911 77% 3 4 Standard Chartered 3,36 4 2, % 4 15 Citi 3, % 5 1 JPMorgan 3,6 3 1,33 126% 6 6 Rothschild 2, , % 7 - FTI Consulting 2, Standard Bank Group 2, % 9 39 Deutsche Bank 2, ,58.2% 1= - Grant Samuel 2, = - Gresham Advisory Partners 2, = - Macquarie Group 2, Credit Suisse 1, , % Investec 1, % 15= - Evercore Partners Inc 1, = - Smith Square Partners 1, Barclays 1, , % 18 3 UBS Investment Bank 1, , % 19 - Rand Merchant Bank 1, QInvest 1, ,11% TOP 2 MIDDLE EASTERN & AFRICAN FINANCIAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Deal count Deal count change 1 4 Investec 1, Rand Merchant Bank 1, Standard Bank Group 2, Bank of America Merrill Lynch 3, Standard Chartered 3, Rothschild 2, Barclays 1, BDO Goldman Sachs 3, Citi 3, JPMorgan 3, BNP Paribas 1, Deutsche Bank 2, Credit Suisse 1, UBS Investment Bank 1, PSG Capital Leaf Capital (Pty) PwC Bravura Corporate Finance FTI Consulting 2, The financial adviser league tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. The tables cover all sectors and are based on the geography of either the target, bidder or seller being Middle East & Africa, including Israel. MIDDLE EAST & AFRICA Monthly M&A Insider July 58

61 LEAGUE TABLES TOP 2 MIDDLE EASTERN & AFRICAN LEGAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Value Value change (%) 1 12 Freshfields Bruckhaus Deringer 4, , % 2 3 Linklaters 4, , % 3 93 Gibson Dunn & Crutcher 3, Webber Wentzel 3, ,92% 5 68 Herbert Smith Freehills 3, ,63% 6 - Shearman & Sterling 2, Clifford Chance 2, ,724 42% 8 2 Latham & Watkins 2, ,68-7.4% 9 - Gilbert + Tobin 2, Jones Day 2, ,163% 11= - Global Law Office 1, = 23 Herzog, Fox and Neeman 1, % 13= 83 Berwin Leighton Paisner 1, ,933% 13= - Macfarlanes 1, Akin Gump Strauss Hauer & Feld 1, = - Debevoise & Plimpton 1, = 62 Loyens & Loeff 1, ,413% 18 - Blake, Cassels & Graydon 1, Edward Nathan Sonnenbergs 1, % 2 94 Gide Loyrette Nouel 1, TOP 2 MIDDLE EASTERN & AFRICAN LEGAL ADVISERS Ranking Q2 214 Q2 213 Q2 214 Q2 213 Company name Value Deal count Deal count Deal count change 1 6 Bowman Gilfillan Africa Group Webber Wentzel 3, Edward Nathan Sonnenbergs 1, Freshfields Bruckhaus Deringer 4, Linklaters 4, DLA Cliffe Dekker Hofmeyr Latham & Watkins 2, Allen & Overy King & Wood Mallesons Clifford Chance 2, Jones Day 2, Gibson Dunn & Crutcher 3, Gilbert + Tobin 2, Akin Gump Strauss Hauer & Feld 1, White & Case Stibbe Norton Rose Fulbright Werksmans Herbert Smith Freehills 3, Shearman & Sterling 2, The legal adviser league tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and include lapsed and withdrawn deals. The tables cover all sectors and are based on the geography of either the target, bidder or seller being Middle East & Africa, including Israel. MIDDLE EAST & AFRICA Monthly M&A Insider July 59

62 LEAGUE TABLES ACTIVITY TABLE OF PRIVATE EQUITY FIRMS ON MIDDLE EASTERN & AFRICAN BUYOUTS Ranking Q2 214 Company name Value Deal count 1 Kohlberg Kravis Roberts & Co Kerogen Capital (Asia) Abraaj Capital Holdings China Africa Development Fund Development Partners International LLP Actis Warburg Pincus - 1 Ranking Q2 214 Company name Value Deal count 1 Kohlberg Kravis Roberts & Co Kerogen Capital (Asia) Abraaj Capital Holdings China Africa Development Fund Development Partners International Actis Warburg Pincus - 1 The private equity buyout activity tables by value and volume are based on private equity firms advising the bidder on buyout deals where the dominant geography of the target company is Middle East & Africa, including Israel. The tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. ACTIVITY TABLE OF PRIVATE EQUITY FIRMS ON MIDDLE EASTERN & AFRICAN EXITS Ranking Q2 214 Company name Value Deal count 1 Apax Partners 1, = Benchmark Capital 3 1 2= Jerusalem Global Ventures 3 1 2= Sequoia Capital 3 1 2= Tallwood Venture Capital 3 1 2= Vintage Ventures Management Actis Qalaa Holdings = Accel Partners 1 1 9= Entree Capital 1 1 9= Founder Collective 1 1 Ranking Q2 214 Company name Value Deal count 1 Qalaa Holdings Apax Partners 1, = Benchmark Capital 3 1 3= Jerusalem Global Ventures 3 1 3= Sequoia Capital 3 1 3= Tallwood Venture Capital 3 1 3= Vintage Ventures Management Actis = Accel Partners 1 1 9= Entree Capital 1 1 9= Founder Collective 1 1 The private equity exit activity tables by value and volume are based on private equity firms advising the vendor on exit deals where the dominant geography of the target company is Middle East & Africa, including Israel. The tables by value and volume have been run from 1-Apr-14 to 3-Jun-14 and exclude lapsed and withdrawn deals. MIDDLE EAST & AFRICA Monthly M&A Insider July 6

63 TREND GRAPHS MIDDLE EASTERN & AFRICAN M&A QUARTERLY TREND MIDDLE EASTERN & AFRICAN M&A QUARTERLY PRIVATE EQUITY TREND 4, 16 7, 25 35, 3, , 5, 2 Value 25, 2, 15, Number of deals Value 4, 3, 15 1 Number of deals 1, 5, 4 2 2, 1, 5 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q Total value Mid-market value Total volume Mid-market volume Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q Buyout value Exit value Buyout volume Exit volume MIDDLE EASTERN & AFRICAN M&A ANNUAL TREND MIDDLE EASTERN & AFRICAN M&A ANNUAL PRIVATE EQUITY TREND Value (US$bn) Number of deals Value (US$bn) Number of deals H H1 214 Total value Mid-market value Total volume Mid-market volume Buyout value Exit value Buyout volume Exit volume MIDDLE EAST & AFRICA Monthly M&A Insider July 61

64 TREND GRAPHS MIDDLE EASTERN & AFRICAN M&A GEOGRAPHIC BREAKDOWN Q %.1%.6% 6.2% 3.1%.7% 1.% 1.2% 1.4% 12.9% 3.7%.9% 4.7% 1.9%.5% 2.6%.2%.5% 3.% 9.1%.1%.1% 25.% 2.% South Africa Israel United Arab Emirates Nigeria Egypt Kenya Saudi Arabia Morocco Angola Qatar Algeria Namibia Cameroon Ethiopia Botswana Tunisia Mozambique Gabon Chad Ivory Coast Iraq Ghana Oman Mali 1.6% 1.6% 2.1% MIDDLE EASTERN & AFRICAN M&A SECTOR BREAKDOWN Q % 3.7% 1.1% 4.3% 4.8%.5% 1.6% 17.6% 3.3% South Africa Israel United Arab Emirates Nigeria Egypt Kenya Saudi Arabia Morocco Angola Qatar Algeria Namibia Cameroon Ethiopia Botswana Tunisia Mozambique Gabon Congo Rwanda Tanzania Jordan Lebanon Chad Ivory Coast Iraq Ghana Oman Mali Burkina Faso Uganda Zimbabwe Liberia Swaziland Bahrain.2%.8% 7.8% 2.8% 6.2% 21.6% 2.% 1.5% 1.1% 9.9% 21.1% 1.2% 1.2% 13.6% Energy, Mining & Utilities Industrials & Chemicals Consumer Financial Services Technology Pharma, Medical & Biotech Business Services Telecommunications Real Estate Leisure Transportation Media Construction Agriculture 2.7% 2.7% 3.7% 4.3% 4.3% 4.3% 5.3% 5.9% 6.4% 9.6% 1.6% 15.2% 12.2% 12.8% Energy, Mining & Utilities Industrials & Chemicals Consumer Financial Services Technology Pharma, Medical & Biotech Business Services Telecommunications Real Estate Leisure Transportation Media Construction Agriculture MIDDLE EAST & AFRICA Monthly M&A Insider July 62

65 TREND GRAPHS MIDDLE EASTERN & AFRICAN M&A DEAL SIZE BREAKDOWN Q2 214 Percentage % 53.1% 51.% 58.4% 68.% 65.3% 72.4% 18.9% 13.2% 2.1% 17.2% 12.1% 18.2% 19.2% 12.6% 1.4% 13.9% 19.3% 9.4% 13.5% 1.% 13.7% 12.9% 9.% 9.2% 8.2% 6.4% 9.2% 1.7% 1.6% 1.% 1.3%.9%.8%.4% H1 214 Percentage % 3.3% 5.9% 5.6% 4.% 7.3% 7.7% 5.6% 6.1% 4.9% 11.5% 13.% 1.% 11.1% 12.3% 36.5% 32.4% 33.1% 28.6% 3.3% 42.6% 47.3% 45.4% 46.9% 44.8% % 4.3% 9.3% 25.6% 55.1% % 6.4% 12.8% 26.1% 49.9% H1 214 US$-US$14.9m US$15m-US$1m US$11m-US$25m US$251m-US$5m >US$51m US$-US$14.9m US$15m-US$1m US$11m-US$25m US$251m-US$5m >US$51m SECTOR ANALYSIS MIDDLE EASTERN & AFRICAN SECTOR ANALYSIS Sector Q2 214 Q2 213 % change Value Mrk share Deal count Value Mrk share Deal count Value Volume Agriculture % 3 -.% 1 check 2% Business Services % % 1 376% -4% Construction 1, % % 5 61% -2% Consumer 1, % 5 1, % 14 19% -64% Defence % Energy, Mining & Utilities 2, % 16 6, % 13 34% -31% Financial Services 1, % % 16-1% -41% Industrials & Chemicals 45.3% 1 1, % % 1% Leisure % % 2-92% % Media 19.1% % 3-85% 29% Pharma, Medical & Biotech 12.7% % 7 692% 1% Real Estate % % 2-38% 15% Technology % 1 1, % 4 3,365% 167% Telecommunications 4,4 28.4% % 3-31% % Transportation 46.3% % 5 check check Total 14, , % -4% MIDDLE EAST & AFRICA Return to contents Monthly M&A Insider July 63

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