Views and perspectives on French
and US Private Equity
Pamela Hendrickson COO of the Riverside Company,
                   Vice Chair of ACG
Dominique Gaillard member of the executive board
                   AXA Private Equity
                   member of the board of the AFIC
Riverside: At A Glance

 24 years focused on small company                                                                200+ people organized by function
  control buyouts
                                                                                                   295 acquisitions (152 platforms, 143
 $3.2 billion in assets under management                                                           add-ons)

 20 offices in 14 countries on                                                                    78 exits (78 platforms and their
  4 continents                                                                                      corresponding 90 add-ons)




      Note: Acquisition and realization data is as of August 31, 2012. Valuation data is as of June 30, 2012. Past performance is not necessarily indicative of future results.
                                                          See Important Information slide at the end of the Appendix.
Investment Criteria
Size:
Target companies with less than $25 million in LTM EBITDA

Growth:
Healthy companies that are in rapidly growing markets or have the potential to take
significant market share

Specialness:
Leaders or potential leaders in their niches with sustainable competitive advantages
that provide clear opportunities for high margins and rapid growth

Management:
Strong leadership capable of working with Riverside to design and execute a
compelling growth strategy

                        Note: As of August 31, 2012. Number of investments reflects both platforms and add-ons.
Sector Specialization

In our 24-year history, Riverside has acquired 290+ investments across dozens of
industries. Our industry specialties include:

            Healthcare                                                       67 investments

            Education and Training                                           32 investments

            IT with Recurring Revenue                                        20 investments

            Franchise Model                                                  6 investments

We avoid companies with low margins, heavy capital expenditures, fashion risk and in “sin”
industries

                      Note: As of August 31, 2012. Number of investments reflects both platforms and add-ons.
Private Capital Matters
               Private capital-backed companies had more annual relative job growth every year
                               except one compared to the general U.S. economy




                                                  Private Capital-Backed
                                                        Companies




                      General U.S. Economy




                                   Total New                     Total New PC
Growtheconomy.org
Private Capital Is Invested Everywhere
           Private capital-backed companies are widely dispersed through the U.S. 1995-2009




Growtheconomy.org
U.S. Tax Proposals
                      Simpson Bowles              Paul Ryan            Rivlin Domenici

Personal Fed Tax   • 3 brackets            • 2 brackets            • 2 brackets
                   • 8, 14, 23%            • 10% < $100,000        • 15 and 27
                        OR                 • 25% above
                   • 12,22,28%
Corporate Tax      26% Flat territorial    • Eliminate all         27% Flat rate
                                           corporate tax
                                           • Expense all
                                           investments
                                           immediately
All other          • Eliminate capital     • 8.5% VAT              • 6.5% VAT
                   gains, dividends etc.   • Eliminate capital     • Eliminate capital
                                           gains, dividends etc.   gains, dividends etc.



                                                                                           7
AXA Private Equity activities
                                                                      Global reach across the asset class
Funds of Funds                                       Direct Funds      Managing and/or advising more than $28bn*
Secondaries                                                 Mid Cap    Top quartile returns since inception
Early Secondaries                                         Small Cap    Strong local franchises with 270 professionals based
Primaries                                       Innovation & Growth     in 10 offices
Mandates                                             Co-Investment
                     $17bn                 $6bn                       Long term Private Equity philosophy
                                                                       Reliable support to entrepreneurs for sustainable
                    $2.5bn                 $2.5bn                       growth and value creation
                                                                       Commitment to stringent corporate governance
                                                                       Proprietary access to top corporate managers and
Arranger &                                                              GPs thanks to a deep institutional and business
Underwriting                                             Brownfield
                                                                        network
Acquisition financing                                    Greenfield
Private Debt                                        Infrastructure
                                                                      Commitment to investor transparency
                                                                       Frequent and personalized reporting
                                                                       Close and trustworthy investor relationships

*As of June 2012; Exchange rate €1 = $1.25765
AXA Private Equity client base

 Type of investors*                                                                          Location*
                           Banks       Funds of Funds
                             2%             2%                                                          Asia - Oceania
                 Foundation/
                                                                                                        & Middle East
                 Endowment
                     6%                                                                                      15%
              HNWI
               7%




    Government
     Agencies                                                                                                                                Europe
       12%                                                                                                                                    48%




                                                                   Pension Funds
                                                                       49%
                                                                                                  North America
                    Insurance
                  Companies 22%
                                                                                                       37%


Source: AXA Private Equity as of June 30, 2012. Information provided for illustrative purposes only without any binding contractual force.
* AUM Breakdown excluding AXA money.
AXA Private Equity history
                     (AuM in US$bn)                                                                                                                  Launch of                        Office in Beijing
                                                                                                                                                     CEE fund
                                                                                                       Launch of Infrastructure,
                                                                                                       Co-investment, Mezzanine
                                                                                                                                                                            Launch fifth generation

                                                                                                                                                      Office in   Office in of Secondary Fund and
                                                                                                                                                      Zurich      Vienna third generation of
                                                                                                                Office in                 Office                            Infrastructure Fund
                                                                                                                Singapore                 in Milan
                                                                                                                       Renewal of the                                          28.0        28.0   **
                                                                                     Launch of Early                   partnership with CDPQ
                                                                                                                                             26.0
                                         Launch of                                   Secondary                                                         25.0*       25.0*
                                         Secondary activity                  Launch of
                                                                                                                                 23.0
                                                                             Small Cap LBO
                           Launch of the first
                           Venture fund                          Office in
      Creation by                                                Frankfurt
      Dominique
      Senequier &
                                           Offices in
      AXA Group
                                           London and
                                                                                                                     14.0
                                           New York
               First mandate
               for AXA France,
               Creation of the
               Buyout activity
                                                                                                          8.0
               with CDPQ
                                                                                                 6.0
                                                                                      4.5
                                                                             3.1
                                                               2.6
                                                        1.9
                                             0.8
         0.1        0.2          0.2

        1996        1997        1998        1999        2000   2001      2002        2003       2004     2005        2006        2007        2008      2009        2010        2011        2012



     Over the past decade, AXA PE has established an unquestionable leading position in PE
*        Decrease due to €/$ rate fluctuations.
**       As of June 2012.
ACG European Capital Tour Pamela Hendrickson and Dominique Gaillard

ACG European Capital Tour Pamela Hendrickson and Dominique Gaillard

  • 1.
    Views and perspectiveson French and US Private Equity Pamela Hendrickson COO of the Riverside Company, Vice Chair of ACG Dominique Gaillard member of the executive board AXA Private Equity member of the board of the AFIC
  • 2.
    Riverside: At AGlance  24 years focused on small company  200+ people organized by function control buyouts  295 acquisitions (152 platforms, 143  $3.2 billion in assets under management add-ons)  20 offices in 14 countries on  78 exits (78 platforms and their 4 continents corresponding 90 add-ons) Note: Acquisition and realization data is as of August 31, 2012. Valuation data is as of June 30, 2012. Past performance is not necessarily indicative of future results. See Important Information slide at the end of the Appendix.
  • 3.
    Investment Criteria Size: Target companieswith less than $25 million in LTM EBITDA Growth: Healthy companies that are in rapidly growing markets or have the potential to take significant market share Specialness: Leaders or potential leaders in their niches with sustainable competitive advantages that provide clear opportunities for high margins and rapid growth Management: Strong leadership capable of working with Riverside to design and execute a compelling growth strategy Note: As of August 31, 2012. Number of investments reflects both platforms and add-ons.
  • 4.
    Sector Specialization In our24-year history, Riverside has acquired 290+ investments across dozens of industries. Our industry specialties include: Healthcare 67 investments Education and Training 32 investments IT with Recurring Revenue 20 investments Franchise Model 6 investments We avoid companies with low margins, heavy capital expenditures, fashion risk and in “sin” industries Note: As of August 31, 2012. Number of investments reflects both platforms and add-ons.
  • 5.
    Private Capital Matters Private capital-backed companies had more annual relative job growth every year except one compared to the general U.S. economy Private Capital-Backed Companies General U.S. Economy Total New Total New PC Growtheconomy.org
  • 6.
    Private Capital IsInvested Everywhere Private capital-backed companies are widely dispersed through the U.S. 1995-2009 Growtheconomy.org
  • 7.
    U.S. Tax Proposals Simpson Bowles Paul Ryan Rivlin Domenici Personal Fed Tax • 3 brackets • 2 brackets • 2 brackets • 8, 14, 23% • 10% < $100,000 • 15 and 27 OR • 25% above • 12,22,28% Corporate Tax 26% Flat territorial • Eliminate all 27% Flat rate corporate tax • Expense all investments immediately All other • Eliminate capital • 8.5% VAT • 6.5% VAT gains, dividends etc. • Eliminate capital • Eliminate capital gains, dividends etc. gains, dividends etc. 7
  • 9.
    AXA Private Equityactivities Global reach across the asset class Funds of Funds Direct Funds  Managing and/or advising more than $28bn* Secondaries Mid Cap  Top quartile returns since inception Early Secondaries Small Cap  Strong local franchises with 270 professionals based Primaries Innovation & Growth in 10 offices Mandates Co-Investment $17bn $6bn Long term Private Equity philosophy  Reliable support to entrepreneurs for sustainable $2.5bn $2.5bn growth and value creation  Commitment to stringent corporate governance  Proprietary access to top corporate managers and Arranger & GPs thanks to a deep institutional and business Underwriting Brownfield network Acquisition financing Greenfield Private Debt Infrastructure Commitment to investor transparency  Frequent and personalized reporting  Close and trustworthy investor relationships *As of June 2012; Exchange rate €1 = $1.25765
  • 10.
    AXA Private Equityclient base Type of investors* Location* Banks Funds of Funds 2% 2% Asia - Oceania Foundation/ & Middle East Endowment 6% 15% HNWI 7% Government Agencies Europe 12% 48% Pension Funds 49% North America Insurance Companies 22% 37% Source: AXA Private Equity as of June 30, 2012. Information provided for illustrative purposes only without any binding contractual force. * AUM Breakdown excluding AXA money.
  • 11.
    AXA Private Equityhistory (AuM in US$bn) Launch of Office in Beijing CEE fund Launch of Infrastructure, Co-investment, Mezzanine Launch fifth generation Office in Office in of Secondary Fund and Zurich Vienna third generation of Office in Office Infrastructure Fund Singapore in Milan Renewal of the 28.0 28.0 ** Launch of Early partnership with CDPQ 26.0 Launch of Secondary 25.0* 25.0* Secondary activity Launch of 23.0 Small Cap LBO Launch of the first Venture fund Office in Creation by Frankfurt Dominique Senequier & Offices in AXA Group London and 14.0 New York First mandate for AXA France, Creation of the Buyout activity 8.0 with CDPQ 6.0 4.5 3.1 2.6 1.9 0.8 0.1 0.2 0.2 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 Over the past decade, AXA PE has established an unquestionable leading position in PE * Decrease due to €/$ rate fluctuations. ** As of June 2012.