PRIVATE EQUITYNewsletter QUARTERLY SPECIAL | EDITION 2/2017

CLOSED DEALSin H1 2017 within theGerman-speaking region

NEW DEAL FLOWJanuary - June 2017in German-speaking region

MOST RECENT STUDIESby Roland Berger

Private Equity NewsletterQuarterly Special | Edition 2/2017

Roland Berger2

We hope that 2017 continues to be successful for you with your current and upcoming deals. Roland Berger’s Investor Support Practice has had the opportunity to support many of you and your teams on numerous attractive transactions and we are looking forward to doing so also in the second half of the year.

PE-related deal activity in H1 2017 has been good, amounting to 94 closed deals in the Ger-man-speaking region (up from 53 deals in H1 2016). Also deal flow has been strong, especially in Q1 2017; market participants widely expect this strong deal activity to continue into the second half of the year with an above-average deal flow over the summer months. Deal activity is driven by a combi-nation of favorable financing, a robust economy, and ample dry powder.

From an industry perspective, consumer goods and engineered products had the highest deal activity in H1 2017 with 22% and 21% share of the overall deal flow, respectively. This is followed by IT/Telecoms (13% of deal flow), healthcare (12%) and automotive (12%). Activity in automotive al-most doubled compared to the same period last year, driven amongst others also by the sale of Euro-pean carbon-related assets. In terms of target size, smaller mid-cap deals accounted for the majority of closed deals, but with a stable share of large-cap transactions.

In the political arena, H1 2017 has been characterized by the newly elected US administration, embarking on a more US focused strategy, as well as by important elections in the UK and France, where Mr. Macron won on a largely pro-business agenda. Moreover, Brexit negotiations have been launched with its ultimate impact still not being evident. Despite of the political uncertainty, capital markets have held up well and many economists expect an economic revival in Europe, which PE markets may also benefit from.

A range of notable studies has been published by Roland Berger: Just to name a few, they address digitalization as an opportunity for the G20 countries (“Digitalization for the people: An agenda for more growth, better education and equal opportunities in the G20 countries”), provide a fresh E-mo-bility perspective (“E-mobility Index Q1 2017”) and look at opportunities in the German distressed M&A market (“Distressed M&A Studie 2017 (German only)”).

Moreover, we are happy to announce that we have expanded our senior team in Investor Support with the appointment of Dr. Thorsten Groth as Principal.

During these eventful but favorable times, Roland Berger’s Investor Support Practice wishes you a good deal flow and successful transactions on which we will be happy to support you.

Yours sincerely

Dr. Thorsten Groth

Dr. Gerd Sievers

Dr. Sascha Haghani

Christof Huth

Christof Huth

Sven Kleindienst

Jan Felsen

Dr. Gerd SieversDr. Thorsten GrothDr. Sascha Haghani Jan FelsenSven Kleindienst

Dear Friends, dear Clients,

CLOSED DEALS IN GERMAN-SPEAKING REGION 2001 - H1 2017# closed PE-relevant dealsSource: Roland Berger

2001

40

2002

74

2003

81

2004

104

2005

100

H1

2017

94

2006

16320

07166

2008

122

2010

136

2011

113

2012

125

2015

161

2016

168

2013

110

2014

119

2009

79

H1 2017 Closed Deals

The number of closed deals in the first half of 2017 amounted to 94. This was significantly higher than the number of closed deals in the first half of 2016 (H1 2016 with 53 deals). However, com-pared to the first quarter of the year (Q1 2017 with 53 deals), the second quarter showed a clearly lower level of closed deals (Q2 2017 with 41 deals).

The leading deal makers year-to-date are Alpine Capital Partners, Ardian, AUCTUS Capital Part-ners, Bregal Unternehmerkapital and EQT Partners with three acquisitions each. 16 private equity companies further conducted two acquisitions each, including Armira Partners, AURELIUS, Capvis Equity Partners, DBAG, EMERAM Capital Partners and KKR.

Increased overall deal activity in H1 2017

Private Equity NewsletterQuarterly Special | Edition 2/2017

Roland Berger3

Private Equity NewsletterQuarterly Special | Edition 2/2017

Roland Berger4

While the first quarter of 2017 has started with a strong flow of 146 deals in total, the overall deal activity moderately decreased in April to then rise again in May and June. The total number of current, rumored and closed deals for the second quarter amounted to 101 deals, which is above prior year levels. But the number of closed deals in Q2 decreased compared to the record-breaking figure in the first quarter, while the deal flow of current deals remained fairly stable at an elevated level.

DEAL FLOW PER MONTH IN GERMAN-SPEAKING REGION Jan - Jun 2017# deals by statusSource: Roland Berger

Current WithdrawnRumored Dormant Closed

146

Mar

23

8

12

43

Feb

16

6

37

59

Jan

11

33

44

101

Jun

16

2

19

37

Mai

19

3

15

37

Apr

14

13

27

Private Equity NewsletterQuarterly Special | Edition 2/2017

Roland Berger5

DEAL FLOW PER MONTH IN GERMAN-SPEAKING REGION Jan - Jun 2017# deals by industrySource: Roland Berger

IT/TelecomsTransportationOtherConsumer goods

ChemicalsAutomotive Energy

Engineered productsHealthcare

The following target industries have received particular attention in deal activity recently: Engineered products and consumer goods have shown a high deal activity in the first half of 2017, followed by IT/Telecommunication and Healthcare which remained at the strong level in the first half of the year. Furthermore, Automotive continues to see a high level of deal activity including numerous carbon-related assets. Contrary in Chemicals, very low deal activity has been observed in the last four months.

MaiJan

6

3

5

2

6

4

9

9

44

146 101

Feb

6

17

11

6

7

4

59

5

3

7

15

51

27

Apr

6

5 3

87

4 6

Jun

94

4112

1

37 37

1

11

Mar

4

5

4

13

11

1

43

4

1

2

3 4

Private Equity NewsletterQuarterly Special | Edition 2/2017

Roland Berger6

TARGETACURA Kliniken Rheinland-PfalzAH IndustriesAltano GruppeANDROMEDA Medizinische Systems

Apostroph Group

Arlenda

artegicASI DATAMYTE Quality Management Software DivisionAtotechB2B Media Group EMEABarthelmessBilfinger Scheven

Böllinger Group Holding (Automotive Quality Assurance Services Subsidiary)ChromasensCine-MobilColosseum Smile GroupCopyQuick NeuenburgDBW Advanced Fiber Technology Group

De Boer StructuresDeurotech ProduktionsDeutsche Intensivpflege HoldingDuagonDuoTherm RolladenEBERTLANG DistributionEF-Express

EffiSi

Embassy JewelF.S.V. Fachbetrieb für Verkehrseinrichtungen auf StraßenF24Felss GroupFischer surface technologies (carve-out)Fit HeavenFitbudgetFormel DFrostkrone TiefkühlkostGasser RassuvinGebhardt InstrumentsGEFASOFTGemacoglobits

Granit Holding (SCHOCK)Hensoldt (fka Airbus Defence Electronics) Holzindustrie Fürst zu FürstenbergHulvershorn Eisengiesserei

IMG Electronic & Power Systems

inet-logisticsInfinigateISOG Management

iT-CUBE SYSTEMSJosef ReisKarl ReichenbachKarl Schmidt

Kronenbrot

TARGETKunze GruppeLedvance (Osram carve-out)

Maredomgw Service

Modehaus SchneiderNEC MED PHARMA

NRW Building Technologyo|con Office ConceptOne Advertising

Open SystemsOptimol Instruments PrüftechnikORTHOPARC

Parallels International (Plesk)PeiselerPoggenpohlPolyCinePOOL4TOOLPPS Imaging

Presswerk Krefeld (PWK Automotive)ProductsupREIFF Gruppe

ReutterSAFECHEM EuropeSchustermann & BorensteinSGB-SMIT GroupSHDSLVTembit Software

The CornerUtimacoVaricorVirtalisVitronet ProjektevonRoll itec

WEETECHWell Plus Trade VertriebsWer Liefert WasWex PhotographicWorld of Travel ReisebueroXtera CommunicationsZGS Bildung (Schuelehilfe)

BUYERRAD-x (Gilde Healthcare Partners)AURELIUSUfenau Capital PartnersLaborie Medical Technologies (Investor AB)Wieners+Wieners (ECM Equity Capital Management)PharmaLex (AUCTUS Capital Partners)Main Capital PartnersAlpina Capital Partners

The Carlyle GroupNordwind CapitalFordahl CapitalDUBAG Deutsche UnternehmensbeteiligungenTRIGO Group (Ardian)

Lakesight Technologies (Ambienta)LEO FamilienholdingJacobs HoldingCopytrend (Afinum)DMB Dr. Dieter Murmann BeteiligungsgesellschaftLosberger (Gilde Buy Out Partners)PINOVA CapitalErgon Capital PartnersDBAGBPE UnternehmensbeteiligungenBeyond Capital PartnersFlash Europe International (Eurazeo PME)HLS Engineering Group (Aheim Capital and TerVia Invest)Bregal UnternehmerkapitalAVS Verkehrssicherung (Steadfast Capital)Armira PartnersCapvis Equity PartnersDPE Deutsche Private EquityLet‘s Go Fitness (Afinum)Let‘s Go Fitness (Afinum)3iEMERAN Capital PartnersAcrotec (Castik Capital)Trescal (Ardian)Alpina Capital PartnersCapitonFERNAO Networks (AUCTUS Capital Partners)IK Investment PartnersKKR

European Wood Products Holding (Flacks Group)Rheinische MittelstandsbeteiligungHASEC-Elektronik (bm-t Beteiligungsmanagement Thüringen)Castik CapitalH.I.G. CapitalBayBG Bayerische Beteiligungsgesellschaft and Endurance CapitalSecureLink (Investcorp)Tempus CapitalLampe Privatinvest ManagementOdewald JMU Gesellschaft für BeteiligungenSignal Capital Partners

BUYERPWK Automotive (HANNOVER Finanz)IDG Capital Partners, MLS and Yiwu State-Owned Assets Operation CenterPerusa PartnersAkiem (Ermewa Group and Deutsche Asset Management)AppelrathCuepper (OpCapita)NORD Holding UnternehmensbeteiligungsgesellschaftBregal UnternehmerkapitalWebhelp (KKR)diva-e Digital Value Enterprise (EMERAN Capital Partners)EQT PartnersVirthos PartnersATOS Kliniken (Waterland Private Equity Investments)Oakley Capital InvestmentsINDUS HoldingAdcuramArmira PartnersJaegger (Acel-KKR)NORD Holding UnternehmensbeteiligungsgesellschaftHANNOVER FinanzNordwind CapitalEuropean Tyres Distribution (Bain Capital)Steadfast CapitalCBPE CapitalPermira AdvisersOne Equity PartnersBregal UnternehmerkapitalArdianHanse Orga (Waterland Private Equity Investments)Lampe Privatinvest ManagementEQT PartnersSilver Investment PartnersAlpina Capital PartnersDBAGFERNAO Networks (AUCTUS Capital Partners)PINOVA CapitalHQ EquitaCapvis Equity PartnersAURELIUSMader Kuoni Reisen (EQT Partners)H.I.G. CapitalOakley Capital Investments

DEALS CLOSED IN H1 2017 WITHIN THE GERMAN-SPEAKING REGION

Private Equity NewsletterQuarterly Special | Edition 2/2017

Roland Berger7

Presenting Roland Berger most recent studies

Digitalization for the people: An agenda for more growth, better education and equal opportunities in the G20 countriesThe debate about digitalization and its consequences has moved center stage in our society. Most actors in the realms of politics, the economy, and the media have now grasped the fundamental upheavals that digitalization brings. It is therefore only logical that a topic of such universal relevance should belong on the agenda of the G20, the central forum for economic cooperation between the leading industrialized and emerging countries. It is important to make a powerful statement in favor of fairness and equity in the design and execution of digitali-zation. Global value chains have improved the lives of people throughout the world, and digitalization undoubtedly harbors still greater growth potential. However, these benefits have so far eluded many people, and many even now look back on a decade of economic stagnation. In Europe and the USA, this has contributed to a resurgence of populist movements that now advocate economic and political isolationism. The IE.F has, in collaboration with Roland Berger, identified the key areas in which a digital G20 agenda must take action. This paper outlines possibilities to shape digitalization in a way that is of benefit to the people and reconciles economic growth, better education and equal opportunities.

E-mobility Index Q1 2017This study shows a comparison of the competitive positioning of the world’s seven leading automotive nations. The E-mobility ranking is based on three indicators: industry, technology and market.While in terms of technology Germany has moved into the lead position, in industry China has taken over the lead thanks to its higher levels of production and value creation. In terms of the market, all seven leading automotive nations are increasingly on the same level.The supply situation for materials used in the production of lithium-ion batteries remains critical in the medium term, characterized by great dependency on China, Congo, South Korea and Japan. The role of cities is growing with regard to emissions legislation. The issuing of license plates is already linked to the type of drive in many major Chinese cities. In addition, London plans to introduce an ultra-low emission zone in 2020, Paris is to ban diesel engines (also from 2020), and Norway is considering banning all internal combustion engines from 2025.The broad focus is on convenience of charging, with fast charging becoming increasingly important for customer acceptance. The E-mobility Index takes this into account by re-weighting the technology index.

Distressed M&A Studie 2017 (German only)The first edition of the Roland Berger distressed M&A study reveals the German market. We provide an overview of key trends and drivers and assess the importance of distressed M&A in the context of restructuring proceedings while defining the role of consultants. In the course of this study, we have surveyed 2,300 experts and decision makers with distinct know-how in distressed M&A transactions.The survey participants forecast a growing distressed M&A market in Germany with an increased competition which is the result of a growing interest from abroad.In 2017, automotive and consumer goods are likely to account for the largest share of distressed cases – similar to the previous year.The majority of distressed M&A occurs in ordinary insolvency proceedings. M&A processes carried out as dual tracks parallel to insolvency plans are strongly encouraged by the survey participants.Distressed M&A consultants play an important role. Going forward, demands on consultants increase due to an increasing complexity of distressed M&A transactions.

Private Equity NewsletterQuarterly Special | Edition 2/2017

Roland Berger8

Roland Berger Trend Compendium 2030 – Trend 5: Dynamic technology & innovationThe Roland Berger Trend Compendium 2030 is a global trend study compiled by Roland Berger Institute (RBI), the think tank of Roland Berger. It describes the most important megatrends that will shape the world between now and 2030. The megatrends have a broad impact on the environment of companies, strongly influencing challenges and opportunities of their business.The Trend Compendium covers seven megatrends shaping the future development of the world: demographic dynamics, globalization & future markets, scarcity of resources, climate change & ecosystem at risk, dynamic tech-nology & innovation, global knowledge society, and sustainability & global responsibility.This edition covers the fifth mega trends (dynamic technology & innovation) and further investigates its three sub-trends: power of innovation, life sciences, and digital transformation.

Private financing of rolling stockThe aim of the study has been to assess the scale of private financing of rolling stock projects in Europe (aggregated European market and major submarkets including Germany, the United Kingdom, France, Switzerland and Austria) fo-cusing on different categories (high speed trains, multiple units, urban systems, locomotives and coaches/wagons). The analysis has been based on c.440 rolling stock projects in the years 2013 to 2015 in 22 countries.Of the average annual market volume of EUR 12.12 bn for Western and Eastern Europe, an aggregate volume of EUR 9.66 bn (80%) has been classified as publicly financed according to the customer’s financial structure. The average market volume per project was approximately EUR 83 m.The study finds that private financing accounts for c.20% (EUR 2.46 bn) of total market volume, whereas 35% of all projects are supported by private financing either fully or partially in Joint Ventures.

B2B benchmarking: consumer electronics retailer exampleThe Roland Berger consumer electronics B2B benchmark study has analyzed 21 consumer electronics retailers with a B2B program (17 from the DACH region). It finds that in consumer electronics retail the B2B market is hardly developed. Many retailers do not offer a systematic program for business customers. The race to claim the first-mover advantage has al-ready begun. Aside from traditional retailers, online pure players and manufacturers play an important role.Providers of good B2B programs make use of the opportunities of digitization to transfer B2C standards such as a broad offering or pricing transparency to B2B.To better utilize the B2B potential, so far inactive retailers need to create service and customer oriented B2B programs, while manufacturers can use existing platforms. This study finds that successful consumer electronics B2B approaches rely on six key characteristics: Smooth customer journey, comprehensive offering, network with partners, B2B organiza-tion & marketing, lock-in effect.

For further information, questions or remarks please contact:

ROLAND BERGER GMBHInvestor Support, Sederanger 1, 80538 Munich, GermanyLejla Kalajevac, Phone +49 89 9230-8250, Fax +49 89 5485-8250, lejla.kalajevac@rolandberger.com