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Advent International-controlled company acquires significant minority interest in Easynvest

Partnership between Advent and current shareholders will support growth strategy of Easynvest, a fintech company focused on investments with a leading position in Brazil

São Paulo, March 8, 2017 – Advent International (“Advent”), one of the largest and most experienced global private equity investors, and Easynvest, one of the leaders in online financial technology (“fintech”) for investments in Brazil, today announce that Nyx Participações S.A., a holding company controlled by Advent-managed funds, has signed a binding agreement to acquire a significant minority equity interest in Easynvest. Financial terms were not disclosed. The transaction is subject to the approval of the Central Bank of Brazil.

Founded in 1968 as a brokerage company, Easynvest in recent years has evolved from the traditional equity brokerage model into a 100% digital investment marketplace, offering a wide range of financial products to retail investors in Brazil. With more than 150,000 active users and over R$10 billion in assets under custody, the company is one of Brazil’s largest digital investment marketplaces. On the Easynvest platform, individuals can evaluate, compare and invest in a wide range of financial instruments, including government bonds (Tesouro Direto), fixed-income securities and mutual funds, as well as trade in equities, options and futures.

“Easynvest has been successful in providing excellent service to retail investors to satisfy their growing demand for attractive, varied and digitally accessible investment options,” said Carlos Avian, a shareholder and member of the Board of Directors of Easynvest. “Advent brings to our company significant financial services experience, operational best practices and expertise in accelerating the growth of leading businesses around the world. We are pleased to have Advent’s support as we continue to capitalize on the opportunities provided by the increasing adoption of online investing by retail investors.” Carlos Avian and the other current shareholders will remain as controlling shareholders of Easynvest.

“Easynvest has achieved strong and consistent growth in recent years, and we see a number of opportunities for the company to sustain this trajectory,” said Mario Malta, a Managing Director at Advent International in São Paulo. “The current shareholders and management team have created a business that is among the leaders in meeting retail investors’ increasing demand for investment opportunities accessible through an innovative, secure and low-cost digital platform. We will work with Easynvest to grow its customer base through continued innovation, world-class operations and technology and an expanded product portfolio.”

Advent has significant experience in the financial services sector globally, having invested in 40 companies in market segments such as asset management, brokerage services, payments and banking over the past 26 years. In Brazil, Advent’s investments in the sector include Cetip, the country’s largest central depository for private fixed-income securities and OTC derivatives; and J. Malucelli Seguradora, the leader in surety bond insurance in Brazil. Across other Latin American markets, Advent’s recent financial services investments include Alianza Fiduciaria, Colombia’s largest independent trust and custody services provider and asset manager; Mifel, a leading Mexican mid-sized bank; and InverCap, the largest independent mandatory pension fund administrator in Mexico.

Advent has a leading position in Brazil, where it has been present since 1997 with an office in São Paulo. Over the past 20 years, the firm has completed more than 20 investments across the country. Throughout Latin America, Advent has made over 50 investments and raised over $6 billion in capital focused on the region. Its latest Latin American fund, LAPEF VI, has $2.1 billion in capital and is being invested across Latin America by a team of 40 investment professionals based in Brazil, Mexico, Colombia and Peru.

VGL Finanças Corporativas is serving as financial advisor and Velloza & Girotto Advogados Associados is serving as legal advisor to Easynvest on the transaction. Pinheiro Neto Advogados is serving as legal advisor to Advent International.

ABOUT EASYNVEST

Founded in 1968, Easynvest was one of the first companies to offer online access to the stock exchange in 1999 and the first to offer mobile access to the fixed-income market in 2016. With more than 150,000 active users, over R$10 billion in assets under custody, and leadership in the distribution of Tesouro Direto (government bonds), it is the fastest-growing company in its segment and has a leading position in the development of technology and innovations in financial services in Brazil. On Easynvest’s platform, self-directed individuals can evaluate, compare and invest in a wide range of financial instruments, including public securities, private securities and mutual funds, as well as trade in equities, options and futures.

For more information, visit
www.easynvest.com.br/

ABOUT NYX AND ADVENT INTERNATIONAL

Nyx is a holding company established by Advent International to pursue investment opportunities in Brazil. Founded in 1984, Advent International is one of the largest and most experienced global private equity investors. The firm has invested in more than 320 private equity transactions in 40 countries and as of September 30, 2016, had $42 billion in assets under management. With offices on four continents, Advent has established a globally integrated team of over 190 investment professionals across North America, Europe, Latin America and Asia. The firm focuses on investments in five core sectors, including business and financial services; healthcare; industrial; retail, consumer and leisure; and technology, media and telecom. After more than 30 years dedicated to international investing, Advent remains committed to partnering with management teams to deliver sustained revenue and earnings growth for its portfolio companies. For more information, visit:

www.adventinternational.com

Media contacts

Brazil
Raul Fagundes Neto, Fernando Marchi or Marina Tsutsumi
Medialink Comunicação
+55 11 3817 2131
raul.fagundes@medialink.com.br
fernando.marchi@medialink.com.br
marina.t@medialink.com.br

US
Dana Gorman or Erin Smith
Abernathy MacGregor
+1 212 371 5999
adventinternational@abmac.com

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CCC Begins Next Phase of Innovation with Advent International

Investment enables new levels of customer performance

Chicago, IL, February 28, 2017 – CCC Information Services Inc. (“CCC”), a leading Software as a Service provider to the automotive, insurance, and collision repair industries, announced today that it has selected Advent International (“Advent”), a global investment firm with deep experience in the technology sector, as its next equity partner. Advent will purchase equity assets from CCC’s previous owners Leonard Green Partners (“LGP”) and Texas Pacific Group (“TPG”).

“We want to thank our partners LGP and TPG for their tremendous support these past five years, and also welcome our new partner Advent as we begin this next phase of innovation,” said Githesh Ramamurthy, Chairman and Chief Executive Officer of CCC. “Throughout our history, whether public or private, we have had one focus – delivering performance for our customers through industry-leading products and technology innovation, backed by the dedication and commitment of CCC’s associates. But the bar is being raised higher. With the pace of technology accelerating, we will see more change in the next five years than we have seen in the last fifteen. We look forward to working with Advent to bring new levels of value to CCC’s customers.”

“We are delighted to have been associated with the CCC team over many years of uninterrupted progress and success and we are tremendously appreciative of CEO Githesh Ramamurthy and the rest of the CCC team for the outstanding job they’ve done,” said John G. Danhakl, Managing Partner of LGP. “We wish for and expect continued success for the entire CCC family supported by Advent, one of the best in our business.” Bryan Taylor, Partner at TPG, added, “We have seen on a daily basis why CCC has earned its reputation as a trusted software provider to its customers. CCC has made substantial investments in its technology platform and its people, and is well-positioned for the years ahead.”

“Advent evaluates hundreds of technology businesses and CCC stands out as having built a truly world-class innovation engine,” said Eric Wei, Managing Director of Advent. “The company has established itself as a leader in hyperscale cloud computing, machine learning, IoT, mobile, and consumer engagement technologies – all areas we see as becoming increasingly important to the industries that CCC serves. We look forward to partnering with Githesh in supporting the development of high performance products that deliver exceptional results for CCC’s insurance carrier, repair facility, and automotive customers.”

CCC was advised on the transaction by JPMorgan Chase. Jefferies and Nomura advised Advent on the transaction. The transaction is expected to close early in the second quarter of 2017.

About CCC Information Services Inc.

CCC brings together what matters most – connections into the industry’s leading automotive claims network, superior productivity through innovative cloud, mobile, hyperscale technologies and apps, and insights to make the best decisions. Founded in 1980, CCC is the nation’s leading provider of advanced software, workflow tools, and enabling technologies to automotive collision repairers, property/casualty insurance carriers, OE manufacturers, and part suppliers. Its client base includes more than 350 insurance companies and more than 22,000 repair facilities. In addition, the CCC TRUE® Parts Network connects hundreds of parts suppliers with repairers; the CCC DRIVE™ open telematics platform enables insurers and OEs to create and deploy custom telematics solutions; and Auto Injury Solutions, a CCC company, delivers customizable, end-to-end, casualty insurance solutions for the handling of first and third party claims.

You can find out more about CCC and Auto Injury Solutions by visiting
www.cccis.com

About Advent International

Founded in 1984, Advent International is one of the largest and most experienced global private equity investors. The firm has invested in more than 320 private equity transactions in 40 countries. As of September 30, 2016, it had $42 billion in assets under management. With offices on four continents, Advent has established a globally integrated team of over 190 investment professionals across North America, Europe, Latin America and Asia. The firm focuses on investments in five core sectors, including business and financial services; healthcare; industrial; retail, consumer and leisure; and technology, media and telecom. After more than 30 years dedicated to international investing, Advent remains committed to partnering with management teams to deliver sustained revenue and earnings growth for its portfolio companies.

For more information, visit
www.adventinternational.com

About Leonard Green & Partners

Leonard Green & Partners, L.P. (“LGP”) is a leading private equity investment firm founded in 1989. Based in Los Angeles, the firm partners with experienced management teams and often with founders to invest in market-leading companies. Since inception, LGP has invested in over 80 companies in the form of traditional buyouts, going-private transactions, recapitalizations, growth equity, and selective public equity and debt positions. The firm’s primary sectors of focus are retail/consumer, healthcare/wellness, business/consumer services, and distribution.

For more information, please visit
www.leonardgreen.com

About Texas Pacific Group

TPG is a leading global alternative asset firm founded in 1992 with more than $74 billion of assets under management and offices in Austin, Beijing, Boston, Dallas, Fort Worth, Hong Kong, Houston, Istanbul, London, Luxembourg, Melbourne, Moscow, Mumbai, New York, San Francisco, São Paulo, and Singapore. TPG’s investment platforms are across a wide range of asset classes, including private equity, growth venture, real estate, credit, and public equity. TPG aims to build dynamic products and options for its investors while also instituting discipline and operational excellence across the investment strategy and performance of its portfolio.

For more information, visit
www.tpg.com

Media contacts

CCC Information Services Inc.
Michelle Hellyar
mhellyar@cccis.com
+1 773 791-3675

Advent International:
Dana Gorman or Erin Smith
Abernathy MacGregor
+1 212 371 5999
adventinternational@abmac.com

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Advent International and a co-investor launch tender offers for 100% of Integer.pl S.A. and InPost S.A.

February 24, 2017, Warsaw – AI Prime (Luxembourg) Bidco S.a r.l. (“AIP”), a company wholly owned by funds managed by Advent International (“Advent”), one of the largest and most experienced global private equity investors, and Rafał Brzoska (together with AIP, “Tenderers”), today announced a tender offer, whereby AIP offers to acquire all shares of Integer.pl S.A., a Polish group operating a network of automated parcel machines (“APMs” or “parcel lockers”) and courier services. The proposed offer for the Integer.pl S.A. (“Integer.pl”) shares is PLN 41.10 per share. Simultaneously, the Tenderers also announced a tender offer for the sale of all shares of InPost S.A. (“InPost”), a subsidiary of Integer.pl S.A.. The InPost shares are to be acquired by AIP. The proposed offer for the InPost S.A. shares is PLN 9.50 per share. The Tenderers and certain other parties have signed an investment agreement with the intention of the parties acquiring 100% of the shares of Integer.pl and InPost in order to take the whole group private and secure the future of the business and its operations. Both tender offers will be financed solely by Advent.

The Integer Group has expanded rapidly in recent years and now faces liquidity constraints given its working capital requirements and near-term debt repayments. The immediate objectives of this transaction are to take both companies in the Group private, refinance the Group’s obligations to its lenders, re-organise the Group and finance the appropriate capital structure to return the business to a solid financial footing. Advent, as part of this transaction, has committed PLN 170 million to refinance the Group´s current outstanding debt obligations.

Over the longer-term, Advent believes Integer can develop into a profitable Group, with a best-in-class customer service proposition and an unparalleled network of parcel lockers close to every doorstep in Poland. Achieving that ambition will require material new investment and Advent is providing around PLN 500 million of new capital for the Group to support this and to service its financial indebtedness. Advent will also leverage its long track record of supporting international B2B and B2C services businesses, to support the Company as it looks to build and strengthen its presence in international markets.

Under the terms of the investment agreement, Integer.pl founder Rafał Brzoska will continue as CEO and be required to exchange his entire existing shareholding for shares in a holding company of the Group, remaining co-invested as a minority shareholder until the point of Advent’s exit. All other shareholders of Integer.pl and InPost, who sell their shares in the tender offers, will receive the proposed price in cash for their respective shares. The investment agreement also includes a commitment from minority shareholders in EasyPack sp. z o.o. (“EasyPack“), a further subsidiary of Integer.pl, to exchange their shares in EasyPack for shares in a holding company of the Group.

This offer represents a premium of 19% compared to the undisturbed Integer.pl share price as at market close 2nd August 2016, the day Integer.pl announced a review of its strategic options and the point at which the market started to price in a potential M&A transaction. According to Advent, the offer price represents a premium valuation of Integer.pl and InPost shares (also priced above the regulatory required levels of six and three month averages) taking into account Integer.pl and InPost’s current fundamentals, financial standing and present market conditions.

Summary for Integer.pl

The subject of the Offer is 5,435,833 shares of Integer.pl (WSE: ITG), conferring the right to 70.01% votes at the General Shareholders’ Meeting, to be acquired by AIP.
Rafał Brzoska currently holds, directly and indirectly, 2,328,384 shares corresponding to 29.99% of Interger.pl SA’s share capital.
The price offered for the shares is PLN 41.10 per share, valuing the equity of Integer.pl at c. PLN 319.1 million, and represents:

Premium of 19% compared to the undisturbed share price as at market close 2^nd August 2016, (34.50 PLN per share on the closing), the day the company announced a review of its strategic options.
Premium of 21% compared to the volume weighted average market price of the shares during the six month period directly preceding the date of announcement of the Offer of PLN 33.92.
Premium of 6% compared to the volume weighted average market price of the shares during the three month period directly preceding the date of announcement of the Offer of PLN 38.81.

The acceptance period for the Offer is expected to run from 16^th March 2017 through to and including 19^th April 2017.
The Offer is conditional upon obtaining the approval of the antitrust authorities and reaching the minimum acceptance threshold indicated below.
The minimum threshold of the tender offer is 90% of Integer.pl shares, following the achievement of which, the Tenderers intend to delist the company.
If the Tenderers become the owners of 90% or more of the shares in the company, then their intention will be to conduct a compulsory squeeze out of the minority shareholders.

Summary for InPost

The subject of the Offer is 11,558,000 shares of InPost (WSE: IPT), conferring the right to all votes at the General Shareholders’ Meeting.
Integer, directly and via one of its subsidiaries, Interger.pl Inwestycje sp. z o.o. currently holds 6,703,640 shares representing 58% of InPost’s share capital.
The price offered for the shares is PLN 9.50 per share, valuing the equity of InPost at c. PLN 109.8 million, and represents:

Premium of 11% compared to the volume weighted average market price of the shares during the six month period directly preceding the date of announcement of the Offer of PLN 8.56.
Premium of 1% compared to the volume weighted average market price of the shares during the three month period directly preceding the date of announcement of the Offer of PLN 9.43.

The acceptance period for the Offer is expected to run from 16^th March 2017 through to and including 20^th April 2017.
The Offer is conditional upon obtaining the approval of the antitrust authorities.
The Offer is conditional upon reaching 90% of InPost’s shares, following the achievement of which, the Tenderers intend to delist the company.
If the Tenderers become the direct and indirect owners of 90% or more of the shares in the company, then their intention will be to conduct a compulsory buyout of the minority shareholders.
The tender offer for InPost is conditional upon the success of the Integer.pl tender offer.

Commenting on today’s announcement, Peter Nachtnebel, Director at Advent International, said: “Rafał Brzoska and his team have built a great business in Poland and with the courier service market set for continued expansion fuelled by e-commerce growth, we believe real potential for the business lies ahead.

However, due to the company’s rapid expansion, growth trajectory and its loss-making international operations, the capital structure as it stands is no longer appropriate for the business. In order to be profitable and continue to meet increasing customer expectations, the business needs significant investment in its operations and to build scale as well as a simplification of the Group structure. Without this, it will not grow. Given the Company’s need to refinance its debts and its requirement for substantial fresh capital, neither of which is possible without this transaction, this offer delivers the best outcome for the Company and an exit for existing shareholders at a fair price.”

Commenting on the transaction, Rafał Brzoska, Integer.pl founder, said: “The recent strategic review of Integer group’s business identified a number of material operational issues and highlighted the need to adapt rapidly to changing market requirements. Integer Group needs a strong, experienced and knowledgeable partner in order to continue its success story in Poland and support the business in international markets. I am convinced that we have found that in Advent.”

Advisors

The tender offer is managed by BZ WBK S.A., who acted also as a financial advisor.
Clifford Chance Warsaw act as a legal advisor to Advent International.
Point of View Business Communication Consultancy act as communication advisor.

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Advent International submits binding offer for STADA Arzneimittel Aktiengesellschaft to STADA management board

Cash offer of €58 per share – Premium of 66 percent compared to STADA’s stock price prior to the publication of share purchases of activist investors
STADA shareholders will additionally benefit from the expected dividend payment in June 2017
Decision of submission of identical public takeover offer to STADA shareholders subject to approval by the management board of STADA
Advent supports management’s strategy and commits to the company’s presence in Germany and to grow STADA’s OTC and generic platforms
As a strong and experienced partner, Advent endorses STADA’s strategy to build on its leading market position, maintain its independence and accelerate its international expansion plans
Additional capital available to accelerate growth
Attractive offer with high transaction security in the best interest of the company, its shareholders and employees

Frankfurt, February 23, 2017 – Advent International, L.P. (“Advent”) today submitted a legally binding, fully financed offer to purchase all STADA shares to the management board of STADA Arzneimittel Aktiengesellschaft (“STADA”). Advent is convinced that this offer comes with high transaction security and is in the best interest of the company, its shareholders and its employees.

The binding offer as well as the decision to make a voluntary public takeover offer for all shares (WKN: 725180 / ISIN: DE0007251803) of STADA are subject to approval by the management board of STADA.

The offer price will be €58 per share.

– This corresponds to a premium of around 66 percent compared to the share price on March 31, 2016, before the share purchases of activist investors became public.

– It also implies a premium of around 26 percent compared to the calculated volume-weighted three-month average share price before Advent first approached STADA with an indicative proposal on February 1, 2017.

Advent currently expects the transaction to close after the dividend payment for the business year 2016. Investors would therefore benefit from the expected dividend payment in addition to the cash offer price.

As a strong and experienced partner, Advent would further boost STADA’s growth through investments in new products, line extensions and acquisitions. Advent has a firm commitment to STADA’s management, its long-term strategy and to Germany as a base for business and future investment. Advent has no intention to sell off significant parts of the business or to split the company. In fact, Advent’s long-term strategy for STADA centres on developing new growth areas and the targeted acceleration of its international expansion. The geographic focus will be on markets where STADA already has a leading position, particularly Germany, Italy, Spain, the UK, Belgium and Russia. Advent has also identified additional growth potential through expansion and investments in Asia and Latin America. Advent has access to additional capital for future acquisitions and will make its operational experience, sector expertise and extensive global network available, to support management in the execution of its strategy.

Advent International has been active in Germany for more than 25 years and works in close and trusting collaboration with the management teams of its portfolio companies. Since its foundation, Advent has completed over 35 investments in the healthcare sector worldwide, including in the fields of pharmaceuticals (Viatris – formerly Asta Medica, Grupo Biotoscana, LKM, Terapia, Tropon), pharmaceutical distribution (Mediq, Genoa), pharmaceutical outsourcing in sales and clinical research (inVentiv Health), services for health insurance companies (Cotiviti), and service providers and clinics (MEDIAN Kliniken, Priory, ATI Physical Therapy Holdings, American Heart of Poland, Casa Reha).

Important notice:
This announcement is neither an offer to purchase nor a solicitation of an offer to sell shares in STADA Arzneimittel Aktiengesellschaft (“STADA-Shares”). The terms and conditions of a potential public takeover offer which might be published at a later point in time, as well as further provisions concerning such potential takeover offer, will be published in an offer document only after the German Federal Financial Supervisory Authority has granted permission to publish such offer document. A potential takeover offer would likely be made through a holding company controlled by funds advised by Advent International, L.P.. In such case, investors and holders of STADA-Shares are strongly advised to read such offer document and all other relevant documents regarding such potential takeover offer when they become available, since they will contain important information.

About Advent International

Founded in 1984, Advent International, L.P. (“Advent”) is one of the largest and most experienced global private equity investors. The firm has invested in more than 320 private equity transactions across 40 countries, and as of September 30, 2016, manages €37 billion in assets.

Advent International GmbH was established in Germany in 1991, and provides investment advice to Advent through its Frankfurt-based advisory team. Advent is one of the leading private equity investors in Germany and has been investing in European companies since 1990. Advent International GmbH has advised on investments of more than €3.1 billion in 30 companies. The team focuses on five core sectors: business and financial services; healthcare; industrial and chemicals; retail, consumer and leisure; and technology, media and telecom.

Over the last ten years, investments have included Addiko Bank (formerly Hypo Group Alpe Adria), which operates a banking network in southeast Europe; allnex, the No. 1 global producer of industrial coating resins; Christ, a leading jewellery retailer in Germany; Douglas, Europe’s leading beauty retailer; GFKL, a provider of receivables management services in Germany; Median Kliniken, an independent rehabilitation care provider in Germany; Casa Reha, a leading German private nursing home group; Takko, a pan-European value fashion retailer; Thalia, a leading book retailer in the DACH-region; and Oxea, a leading producer of oxo-alcohols and derivatives.

After 26 years dedicated to pan-European investing, Advent remains committed to partnering with management teams to deliver sustained revenue and earnings growth for its portfolio companies. With management teams, investment advisors, operating partners and other stakeholders, Advent creates a shared vision for the future of our portfolio companies and works collectively to realise the potential we see.

For further information about Advent International, please visit:
www.adventinternational.com/

Media contacts

Anna Sperber (Press)
Hering Schuppener Consulting
Tel: +49 69 92 18 74 78
Mob: +49 171 86 56 941
asperber@heringschuppener.com

Jobst Honig (Press/Investor Relations)
Hering Schuppener Consulting
Tel: +49 69 92 18 74 44
Mob: +49 171 86 29 967
jhonig@heringschuppener.com

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Placing of 214,481,879 million ordinary shares in Worldpay Group PLC (The Company) by Ship Global 2 & CY S.C.A.

NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO.

THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY, NOR SHALLTHERE BE ANY SALE OF THE SECURITIES REFERRED TO HEREIN, IN OR INTO ANY JURISDICTION WHERE SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION.

PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

PLACING OF 214,481,879 MILLION ORDINARY SHARES IN WORLDPAY GROUP PLC (THE “COMPANY”) BY SHIP GLOBAL 2 & CY S.C.A.

2February 2017

Ship Global 2 & Cy S.C.A (“Ship Global 2”), a company jointly owned by funds managed by Advent International, L.P. (the “Advent Funds”) and by Bain Capital LLC (the “Bain Capital Funds”), announces that it has sold an aggregate of 214 million ordinary shares in the capital of the Company at a price of 282.75 pence per share (the “Placing”) raising aggregate gross sale proceeds of approximately £606 million. Following completion of the Placing, Ship Global 2 will no longer hold any ordinary shares in the Company.

The proceeds of the Placing are payable in cash on usual settlement terms, and closing of the Placing is expected to occur on 6 February 2017.

Merrill Lynch International, Morgan Stanley & Goldman Sachs are acting as Joint Bookrunners (the “Bookrunners”) in connection with the Placing. Lazard & Co., Limited (“Lazard”) is acting as financial adviser to Ship Global 2 in connection with the Placing.

The Company will not receive any proceeds from the Placing.

A portion of the proceeds of the Offering may be used to repay certain indebtedness to the Bookrunners.

Important Notice

MEMBERS OF THE GENERAL PUBLIC ARE NOT ELIGIBLE TO TAKE PART IN THE PLACING. THIS ANNOUNCEMENT AND ANY OFFER OF SECURITIES TO WHICH IT RELATES ARE ONLY ADDRESSED TO AND DIRECTED AT (1) IN ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA, PERSONS WHO ARE QUALIFIED INVESTORS WITHIN THE MEANING OF ARTICLE 2(1)(E) OF EU DIRECTIVE 2003/71/EC AND ANY RELEVANT IMPLEMENTING MEASURES (THE “PROSPECTUS DIRECTIVE”); AND (2) IN THE UNITED KINGDOM, PERSONS WHO (I) HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS WHO FALL WITHIN ARTICLE 19(5) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000 (FINANCIAL PROMOTION) ORDER 2005 (AS AMENDED) (THE “ORDER”); OR (II) FALL WITHIN ARTICLE 49(2)(A) TO (D) OF THE ORDER OR (III) ARE PERSONS TO WHOM AN OFFER OF THE PLACING SHARES MAY OTHERWISE LAWFULLY BE MADE (ALL SUCH PERSONS REFERRED TO IN (1) AND (2) TOGETHER BEING REFERRED TO AS “RELEVANT PERSONS”). THE INFORMATION REGARDING THE PLACING SET OUT IN THIS ANNOUNCEMENT MUST NOT BE ACTED ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY INVESTMENT OR INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS.

This announcement and the information contained herein is for information purposes only and does not constitute or form part of any offer of, or the solicitation of an offer to acquire or dispose of securities in the United States, Canada, Australia, South Africa or Japan or in any other jurisdiction in which such an offer or solicitation is unlawful.

The Placing Shares have not been, and will not be, registered under the US Securities Act of 1933, as amended (the “US Securities Act”), or under the applicable securities laws of any state or other jurisdiction of the United States, Canada, Australia, South Africa or Japan or of any other jurisdiction. The Placing Shares may not be offered or sold in the United States unless registered under the US Securities Act or offered in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and the securities laws of any relevant state or other jurisdiction of the United States. There will be no public offering of the Placing Shares in the United States or elsewhere.

The Placing Shares have not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission or other regulatory authority in the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the Placing or the accuracy or adequacy of this announcement. Any representation to the contrary is a criminal offence in the United States.

No prospectus or offering document has been or will be prepared in connection with the Placing. Any investment decision to buy securities in the Placing must be made solely on the basis of publicly available information. Such information is not the responsibility of and has not been independently verified by any of Ship Global 2, Merrill Lynch International, Morgan Stanley, Goldman Sachs or any of their respective affiliates.

Neither this announcement nor any copy of it may be taken, transmitted or distributed, directly or indirectly, in or into or from the United States (including its territories and possessions, any state of the United States and the District of Columbia), Canada, Australia, South Africa or Japan or any other jurisdiction where such action would be unlawful. Any failure to comply with this restriction may constitute a violation of United States, Canadian, Australian, South African or Japanese or other applicable securities laws.

The distribution of this announcement and the offering or sale of the Placing Shares in certain jurisdictions may be restricted by law. No action has been taken by Ship Global 2, Merrill Lynch International, Morgan Stanley, Goldman Sachs or any of their respective affiliates that would, or which is intended to, permit a public offer of the Placing Shares in any jurisdiction or possession or distribution of this announcement or any other offering or publicity material relating to the Placing Shares in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by Ship Global 2, Merrill Lynch International, Morgan Stanley & Goldman Sachs to inform themselves about and to observe any applicable restrictions.

Merrill Lynch International, Morgan Stanley & Goldman Sachs, who are authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting only for Ship Global 2 in connection with the Placing and will not be responsible to anyone other than Ship Global 2 for providing the protections offered to the clients of Merrill Lynch International, Morgan Stanley & Goldman Sachs, nor for providing advice in relation to the Placing or any matters referred to in this announcement. Lazard, which is authorised and regulated by FCA, is acting exclusively for Ship Global 2 and no one else in connection with the Placing and will not regard any other person as its client in relation to the Placing and will not be responsible to anyone other than Ship Global 2 for providing the protections afforded to its clients or for giving advice in relation to the Placing or the contents of this announcement or any transaction, arrangement or other matter referred to herein.

In connection with any offering of the Placing Shares, the Bookrunners and any of their respective affiliates may take up a portion of the securities in the offering as a principal position and in that capacity may retain, purchase or sell for their own account such securities. In addition, the Bookrunners or their respective affiliates may enter into financing arrangements and swaps with investors in connection with the Placing and each Bookrunner (or its respective affiliates) may from time to time acquire, hold or dispose of shares. The Bookrunners do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so.

Media contacts

Lazard
Charlie Foreman
+44 (0)207 187 2000

Merrill Lynch International
James Fleming
Daniel Burton-Morgan
+44 (0)207 995 3700

Morgan Stanley
Martin Thorneycroft
Jamie Manson-Bahr
+44-20-7677-3553

Goldman Sachs
Will Smiley
Richard Cormack
+44-20-7774-9615

FTI Consulting (PR adviser to Advent Funds)
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Proposed Placing of 214,481,879 million ordinary shares in Worldpay Group PLC (The Company) by Ship Global 2 & CY S.C.A.

THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY, NOR SHALL THERE BE ANY SALE OF THE SECURITIES REFERRED TO HEREIN, IN OR INTO ANY JURISDICTION WHERE SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION.

PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

PROPOSED PLACING OF 214,481,879 MILLION ORDINARY SHARES IN WORLDPAY GROUP PLC (THE “COMPANY”) BY SHIP GLOBAL 2 & CY S.C.A.

1 February 2017

Ship Global 2 & Cy S.C.A. (“Ship Global 2”), a company jointly owned by funds managed by Advent International, L.P. (the “Advent Funds”) and by Bain Capital LLC (the “Bain Capital Funds”), announces its intention to sell approximately 214 million ordinary shares (the “Placing Shares”) in the capital of the Company. The Placing Shares represent approximately 11% of the Company’s issued ordinary share capital.

The Placing Shares are being offered by way of an accelerated bookbuild (the “Placing”), which will be launched immediately following this announcement. Merrill Lynch International, Morgan Stanley & Goldman Sachs are acting as Joint Bookrunners in connection with the Placing (the “Bookrunner”). Lazard & Co., Limited (“Lazard”) is acting as financial adviser to Ship Global 2 in connection with the Placing.

Following the Placing, Ship Global 2 will no longer hold any ordinary shares in the Company.

The placing price will be agreed by the Bookrunner, Lazard and Ship Global 2 at the close of the bookbuild process, and the results of the Placing will be announced as soon as practicable thereafter. The timings for the close of the bookbuild process, pricing and allocations are at the absolute discretion of the Bookrunner and Lazard.

The Company will not receive any proceeds from the Placing.

A portion of the proceeds of the Offering may be used to repay certain indebtedness to the bookrunners.

Important Notice

No prospectus or offering document has been or will be prepared in connection with the Placing. Any investment decision to buy securities in the Placing must be made solely on the basis of publicly available information. Such information is not the responsibility of and has not been independently verified by any of Ship Global 2, Merrill Lynch International, Morgan Stanley & Goldman Sachs or any of their respective affiliates.

The distribution of this announcement and the offering or sale of the Placing Shares in certain jurisdictions may be restricted by law. No action has been taken by Ship Global 2, Merrill Lynch International, Morgan Stanley & Goldman Sachs or any of their respective affiliates that would, or which is intended to, permit a public offer of the Placing Shares in any jurisdiction or possession or distribution of this announcement or any other offering or publicity material relating to the Placing Shares in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by Ship Global 2, Merrill Lynch International, Morgan Stanley & Goldman Sachs to inform themselves about and to observe any applicable restrictions.

Merrill Lynch International, Morgan Stanley & Goldman Sachs, who is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting only for Ship Global 2 in connection with the Placing and will not be responsible to anyone other than Ship Global 2 for providing the protections offered to the clients of Merrill Lynch International, Morgan Stanley & Goldman Sachs, nor for providing advice in relation to the Placing or any matters referred to in this announcement. Lazard, which is authorised and regulated by FCA, is acting exclusively for Ship Global 2 and no one else in connection with the Placing and will not regard any other person as its client in relation to the Placing and will not be responsible to anyone other than Ship Global 2 for providing the protections afforded to its clients or for giving advice in relation to the Placing or the contents of this announcement or any transaction, arrangement or other matter referred to herein.

In connection with any offering of the Placing Shares, the Bookrunner and any of its respective affiliates may take up a portion of the securities in the offering as a principal position and in that capacity may retain, purchase or sell for their own account such securities. In addition, the Bookrunner or its respective affiliates may enter into financing arrangements and swaps with investors in connection with which each of the Bookrunner (or its respective affiliates) may from time to time acquire, hold or dispose of shares. The Bookrunner does not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so.

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Sovos Brands, backed by Advent International, acquires Michael Angelo’s Gourmet Foods

Transaction is first investment by Sovos Brands, a new company formed by Advent to acquire and build value in leading consumer brands in the food and beverage sector

BOSTON, MA, and AUSTIN, TX, February 1, 2017 – Advent International, one of the largest and most experienced global private equity investors, today announced that Sovos Brands, a new company formed by Advent, has completed the acquisition of Michael Angelo’s Gourmet Foods Inc., a leading producer of premium, authentic frozen Italian entrées. Financial terms were not disclosed.

Michael Angelo’s is the first investment by Sovos Brands, a new type of food and beverage company that seeks to acquire and build one-of-a-kind brands to establish a scale player in the consumer packaged goods (CPG) industry. Headquartered in the San Francisco Bay Area and led by seasoned CPG executives, Sovos Brands will focus on high-quality brands in on-trend categories with the potential to accelerate growth by investing in distribution, marketing, production and product innovation. The company, whose name is inspired by the Latin term sovos, which means unique or one of a kind, has a distinctive approach to people and brands, working to ensure that both can really thrive.

Spearheading the acquisition and value creation initiatives at Sovos Brands will be a team headed by Todd Lachman, President and CEO, Larry Bodner, CFO, and Bill Johnson, Chairman. Mr. Lachman has a 25-year record of delivering growth and value creation as a senior executive at major consumer products companies, including Mars, Del Monte Foods, H.J. Heinz and Procter & Gamble. Mr. Bodner has over 25 years of experience as a performance-driven, operationally focused financial executive at companies including Big Heart Pet Brands, Del Monte Foods, Walt Disney and Procter & Gamble. Mr. Johnson was formerly chairman, CEO and president of H.J. Heinz. He had a distinguished 31-year career at Heinz, where he grew top- and bottom-line results across multiple segments to transform the company into a global food industry leader.

Michael Angelo’s Gourmet Foods is a family-owned and operated business with a passion for quality and talent for making authentic Italian prepared meals. Chairman and CEO Michael Angelo and his mother Sara have been cooking Italian food the right way for years, bringing traditional Italian cooking methods and flavors to a full line of single-serve and multi-serve meals found in the freezer sections. All products are made from scratch in small batches using the highest-quality, fresh ingredients, and are “clean label” with no fillers or preservatives. As Michael likes to say, “If you can’t find it in Mom’s kitchen, you won’t find it in our food.”

Founded in 1983 and headquartered in Austin, Texas, Michael Angelo’s has grown organically from a small, regional business to a national prepared meal brand, generating approximately $100 million in gross sales. The company’s meals are available at grocery stores, natural food stores and warehouse club stores nationwide.

“Michael Angelo’s is a highly authentic, great-tasting, frozen Italian entrée brand well respected in the industry for its clean-label offering,” said Todd Lachman, President and CEO of Sovos Brands. “The company exemplifies the types of businesses we are looking to acquire in the food and beverage space. It is a unique, leading branded player offering delicious food that meets today’s lifestyle and consumer demand for real, clean ingredients. We believe Michael Angelo’s has significant potential for growth through increased awareness, distribution and new product development, and we look forward to working with Michael Angelo and the management team to pursue these opportunities.”

Michael Angelo, Chairman and CEO of Michael Angelo’s Gourmet Foods, said, “Our new partnership with Sovos Brands represents a perfect fit for our company. Sovos Brands is a lean, nimble organization led by experienced industry executives who share our long-term vision for the business. With their investments in production, distribution and product innovation, we believe we can accelerate Michael Angelo’s growth and continue our mission of creating the highest-quality Italian entrées in the freezer aisle. I look forward to partnering with Todd Lachman and his team on Michael Angelo’s next stage of development.”

David Roberts, a Principal at Advent International, said, “The acquisition of Michael Angelo’s is an important first step in our plan to build a food and beverage company of significant scale. Advent and the team at Sovos Brands will focus on supporting Michael Angelo’s expansion while pursuing acquisitions of other high-potential businesses from founders, financial sponsors and large CPG companies.”

Advent International has significant investment experience in the retail, consumer and leisure industry. Over the past 26 years, the firm has invested in more than 70 companies in the sector across 20 countries worldwide. Recent North American investments include Noosa Yoghurt, lululemon athletica (NASDAQ: LULU), The Coffee Bean & Tea Leaf, Serta Simmons Bedding, Party City (NYSE: PRTY), Bojangles’ (NASDAQ: BOJA) and Five Below (NASDAQ: FIVE).

Piper Jaffray served as financial advisor and The Giannuzzi Group served as legal advisor to Michael Angelo’s on the transaction. Deutsche Bank served as financial advisor and Weil, Gotshal & Manges served as legal advisor to Advent International.

MICHAEL ANGELO’S GOURMET FOODS

Michael Angelo’s Gourmet Foods is a family-owned and operated business with a passion for quality and a talent for making authentic Italian prepared meals. Chairman and CEO Michael Angelo and his mother Sara have been cooking Italian food the right way for years, bringing traditional Italian cooking methods and flavors to a full line of single-serve meals and multi-serve meals found in the freezer sections. Michael Angelo’s products are always free of additives found in other frozen and prepared foods. As Michael likes to say, “If you can’t find it in Mom’s kitchen, you won’t find it in our food.” Michael Angelo’s meals are available at grocery stores, natural food stores and warehouse club stores nationwide.

For more information, visit: www.michaelangelos.com

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ABOUT SOVOS BRANDS

Sovos Brands is a new kind of food and beverage company with a mission to acquire and build one-of-a-kind brands. Sovos has the soul of a startup, the experience of an industry leader and the financial backing of Advent International. Sovos Brands has a one-of-a-kind approach to brands, business and people—in fact, the only thing that’s old school about the company is the name, inspired by the old Latin term sovos, which means unique or one of a kind. This one-of-a- kind vision leads the company’s focus on people and brands, working to ensure that both can really thrive.

For more information, visit: www.sovosbrands.com

ABOUT ADVENT INTERNATIONAL

Founded in 1984, Advent International is one of the largest and most experienced global private equity investors. The firm has invested in more than 320 private equity transactions in 40 countries and as of September 30, 2016, had $42 billion in assets under management. With offices on four continents, Advent has established a globally integrated team of over 190 investment professionals across North America, Europe, Latin America and Asia. The firm focuses on investments in five core sectors, including business and financial services; healthcare; industrial; retail, consumer and leisure; and technology, media and telecom. After more than 30 years dedicated to international investing, Advent remains committed to partnering with management teams to deliver sustained revenue and earnings growth for its portfolio companies.

For more information, visit:
www.adventinternational.com

Biographies of Sovos Brands Key Executives

Todd Lachman, President and CEO
Mr. Lachman has a 25-year record of delivering significant growth and value creation at major consumer products companies. Most recently, he was a senior advisor to Advent International, evaluating opportunities in the consumer space. Prior to that role, Mr. Lachman served as global president of Mars Petcare, the world leader in the $70 billion pet-food category, where he drove market share gains through organic growth and the multibillion-dollar acquisition of Iams/Eukanuba from Procter & Gamble. Before Mars Petcare, Mr. Lachman was president of Mars Chocolate North America and Latin America, where he significantly accelerated growth and increased margins through brand revitalization and a comprehensive cost-reduction program.

Prior to Mars, Mr. Lachman served as executive vice president at Del Monte Foods Company, where he, along with Larry Bodner, led a portfolio realignment and the acquisition of the Meow Mix and Milkbone brands. Previously, he also held senior management roles at H.J. Heinz Company and Procter & Gamble. At H.J. Heinz, Mr. Lachman worked directly under the guidance of Bill Johnson, who served as chairman, CEO and president.

Larry Bodner, CFO
Larry Bodner has over 25 years of experience as a performance-driven, operationally focused financial executive with significant M&A experience. Most recently, he was a senior advisor to Advent International, evaluating opportunities in the consumer space. Prior to that role, Mr. Bodner was the chief financial officer at Big Heart Pet Brands, a leader in the U.S. pet-snacks and pet-food categories. He led transformational change in the portfolio through extensive M&A, investment in organic growth as well as cost savings.

Prior to Big Heart Pet Brands, Mr. Bodner was the chief financial officer of Del Monte Foods and before Del Monte, he held senior management roles at Walt Disney Company and Procter & Gamble. Mr. Bodner currently serves on the Board of Directors of Hearthside Foods and Hostess Brands.

Bill Johnson, Chairman
Bill Johnson is former chairman, chief executive officer and president of H.J. Heinz Company. He had a distinguished 31-year career at Heinz, where he was CEO for over 15 years. Under his leadership, Heinz grew top- and bottom-line results across multiple segments to transform the company into a global food industry leader. In addition to his role as CEO and president, Mr. Johnson held a number of leadership positions throughout the organization, including chief operating officer and senior vice president and served on the Heinz board of directors for 20 years. He began his career at Heinz in 1982 as general manager of new businesses for Heinz U.S.A.

Most recently, Mr. Johnson has been engaged as an independent operating partner with Advent International, where he has served as chairman of Advent portfolio company Noosa Yoghurt, a premium yoghurt manufacturer. In two years under Advent’s ownership, Noosa has invested in product innovation and production capacity, increased distribution and grown its gross sales from approximately $70 million to over $150 million. Mr. Johnson also serves on the boards of Emerson Electric Co. (NYSE: EMR), PepsiCo (NYSE: PEP) and UPS (NYSE: UPS), where he is lead director. He previously served on the boards of The PNC Financial Services Group, The Clorox Company, Georgia-Pacific LLC, the Amerada Hess Corporation and the Grocery Manufacturers Association.

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Abernathy MacGregor
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Advent International and Bain Capital Private Equity to acquire leading German payment service provider Concardis

Plan to support further growth through investment in innovation and infrastructure
Concardis offers strong platform for consolidation and international expansion
New owners bring significant experience in payments sector globally

ESCHBORN, GERMANY, 13 January 2017 – Advent International and Bain Capital Private Equity (the “Consortium”) today announced that they have signed a definitive agreement to acquire Concardis GmbH, a leading German payment service provider, from a group of German private banks, co-operative banks, savings banks and DZ Bank. Financial terms of the private transaction were not disclosed.

Concardis has been a joint venture of the German banking sector until now, and the change in ownership marks the beginning of a new phase of investment and planned expansion. Originally focused on connecting retailers to credit card systems, in recent years Concardis has developed a leading position as a full-service payment provider in the DACH region (Germany, Austria and Switzerland). The company has expanded its suite of services across the payments value chain, strengthening its capabilities in e-commerce, omnichannel payments and value-added services for its merchant customers, both organically and through strategic acquisitions. Over the past two years, Concardis has grown its transaction volume by 19.1 percent from €35.2 billion to €41.9 billion.

The new owners, Advent International and Bain Capital Private Equity, bring significant sector expertise, operational resources and capital to help accelerate Concardis’ growth and internationalisation strategy. Collectively, they are the most experienced private equity investors in the payments sector globally and have completed over 20 investments in market segments relevant to Concardis. Most recently, Advent International and Bain Capital Private Equity have supported the development of ICBPI and ISP Processing in Italy, Nets (OMX: NETS) in the Nordic region and Worldpay (LSE: WPG) in the UK.

Christophe Jacobs van Merlen, a Managing Director at Bain Capital Private Equity, commented, “We have been following Concardis closely for some time and have been impressed by its growth and the management team’s strategic vision and execution abilities. By increasing investment in innovation, infrastructure and skills, we will help Concardis become the payments champion in the DACH region.”

Jeff Paduch, a Managing Director at Advent International, added, “We see a significant opportunity in the German market for a best-in-class merchant-facing proposition in payments. Concardis is the ideal platform to drive consolidation in the market, and we look forward to supporting the business with additional capital to achieve this.”

Marcus W. Mosen, CEO of Concardis, said, “With Advent International and Bain Capital Private Equity, Concardis will have financially strong partners to support the continued growth and internationalization of the business. The payment industry is undergoing significant consolidation, and we want to be active participants in this process. Advent International and Bain Capital Private Equity consider Concardis to be the right platform for establishing a leading international payment service provider based in Germany. This is good for the company, our employees and our customers, and we are very excited about this development.”

Dr. Andreas Martin, Chairman of the Supervisory Board at Concardis, added, “The successful sale of Concardis is a confirmation of the strength and sustainability of the company. The investment from leading global private equity firms such as Advent International and Bain Capital Private Equity is a vote of confidence in the long-term potential of the business and its employees. With its new ownership Consortium, Concardis will remain an independent payment service provider, advancing its plans to expand internationally from its base in Germany.”

The completion of the transaction is subject to certain conditions, including approval by the Federal Financial Supervisory Authority (BaFin) and the German Federal Bank.

Over the course of the transaction, Advent International and Bain Capital Private Equity were advised by Morgan Stanley, Goldman Sachs, HSBC, Corestar Partners and Weil, Gotshal & Manges LLP. The coordinators for the selling shareholders were Deutsche Bank and Commerzbank, with Hogan Lovells International LLP as legal advisor.

About Concardis

Concardis is one of Europe’s leading payment service providers. With over 30 years’ experience in payment processing, the company offers intelligent solutions to meet the extensive requirements for a modern cashless payment process: ability to accept payments made with all major credit and debit cards, including card terminals and contactless payment processes for face-to-face retailers, innovative solutions for e-commerce and m-commerce, as well as support in the form of customer management. When it comes to high-performance payment solutions, Concardis is the provider of choice for some 110,000 customers at 210,000 locations using more than 470,000 connected terminals.

For more information, visit: www.concardis.com

About Advent International

Founded in 1984, Advent International is one of the largest and most experienced global private equity investors. The firm has invested in more than 315 private equity transactions in 40 countries and as of September 30, 2016, had $42 billion in assets under management. With offices on four continents, Advent has established a globally integrated team of over 190 investment professionals across North America, Europe, Latin America and Asia. The firm focuses on investments in five core sectors, including business and financial services; healthcare; industrial; retail, consumer and leisure; and technology, media and telecom. After more than 30 years dedicated to international investing, Advent remains committed to partnering with management teams to deliver sustained revenue and earnings growth for its portfolio companies.

For more information, visit: www.adventinternational.com

Bain Capital Private Equity

Bain Capital Private Equity has partnered closely with management teams to provide the strategic resources that build great companies and help them thrive since our founding in 1984. Our global team of approximately 220 investment professionals creates value for our portfolio companies through our global platform and depth of expertise in key vertical industries including consumer/retail, financial and business services, healthcare, industrials, and technology, media and telecommunications. In addition to private equity, Bain Capital invests across asset classes including credit, public equity and venture capital, and leverages the firm’s shared platform to capture opportunities in strategic areas of focus.

For more information, visit:
www.baincapitalprivateequity

Media contacts

Concardis

Christian Drixler
Head of Corporate Communications / Spokesperson
+49 69 7922-4681
+49 170-3108-978
presse@concardis.com

Alexander Zang
BCC
+49 69 900 2 888-11
+49 151 120 200 00
concardis@bcc-ffm.de

Advent International

Anna Sperber
Hering Schuppener Consulting
+49 69 92 18 74 78
+49 171 86 56 941
asperber@heringschuppener.com

Jobst Honig
Hering Schuppener Consulting
+49 69 92 18 74 44
+49 171 86 29 967
jhonig@heringschuppener.com

Bain Capital Private Equity

Ed Gascoigne-Pees
Camarco
+44 203 757 4984
+ 44 7884 001 949
ed.gascoigne-pees@camarco.co.uk

Hazel Stevenson
Camarco
+44 203 757 4989
+44 7986 009 720
hazel.stevenson@camarco.co.uk

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GTM agrees to acquire quantiQ in Brazil, creating the largest independent chemical distribution platform in Latin America

GTM is controlled by private equity firm Advent International
Transaction is valued at R$550 million

São Paulo, Brazil, January 10, 2017 – GTM Holdings, SA (GTM), one of the largest chemical distributors in Latin America, today announced that it has agreed to acquire quantiQ, Brazil’s largest chemical distributor, from Braskem, the largest petrochemical company in the Americas.

Advent International, one of the largest and most experienced global private equity investors, is the controlling shareholder of GTM and is providing equity financing to support GTM’s acquisition of quantiQ. The deal is valued at R$550 million, of which R$450 million will be paid at the conclusion of the sale and the remainder in up to 12 months post-close. The transaction is subject to customary closing conditions, including approval by the Brazilian competition authority, Conselho Administrativo de Defesa Econômica (CADE).

Founded in 1991 as Ipiranga Química, quantiQ has a long track record in the chemicals industry and is a well-recognized brand. The company has a complete portfolio in commodities, performance and specialty products, offering value-added services for its 5,000+ clients in 50 different end markets, including cosmetics, pharmaceuticals and nutrition. quantiQ is the leading chemical distributor in Brazil in a fragmented market where the top 10 players have only 30% market share.

This transformative acquisition follows GTM’s previous purchases of High Chem Specialties in Mexico and Peruquímicos S.A.C. in Peru. It adds a differentiated and fully developed business line to GTM’s existing chemical distribution businesses in Brazil, creating the largest, independent chemical distribution platform in Latin America. The transaction will further consolidate GTM’s leadership position across the Latin American market.

Together, GTM and quantiQ will operate 62 distribution centers in 12 countries throughout Latin America and serve 15,000+ customers across 50+ different market segments. As a result, the enlarged business will be able to offer customers and suppliers a wider chemical distribution network and broader, more innovative product ranges based on state-of-the-art technologies.

“The acquisition of quantiQ cements our presence in Brazil and supports our growth strategy of creating a leading regional platform that offers a robust set of services to our customers across Latin America,” said Michael van Marle, Chairman and CEO of GTM. “Together, GTM and quantiQ provide our customers and suppliers with a new option that integrates the experiences and quality of both companies in a portfolio of innovative products, technologies, services and solutions unique to Latin America.”

“We are excited to join the GTM family and believe that the combination of quantiQ and GTM will enable both companies to continue to thrive and grow,” said Armando Bighetti, CEO of quantiQ. “We look forward to continuing to build our chemical distribution business while collaborating with the leadership team at GTM to build a world-class chemical distribution platform. Joining with GTM is an important next step in the long and successful history of quantiQ and we are excited that this transaction will create many opportunities for business development in Brazil and the rest of Latin America.”

“Acquisitions are an important part of GTM’s growth strategy and we are pleased to support the company as it continues to expand its product and service offerings to customers and grow both organically and inorganically,” said Mauricio Salgar, Managing Director in Advent’s Bogotá office. “By partnering with GTM, the legacy created by quantiQ over the past 25+ years in Brazil will continue to grow.”

“The acquisition of quantiQ creates the largest, independent chemical distributions platform in Latin America, allowing the combined company to focus on the success of its customers, create growth opportunities for its suppliers and employees and expand into other regions and industrial sub-sectors,” said Patrice Etlin, Managing Partner in Advent’s São Paulo office.

GTM and quantiQ will begin to integrate operations after the closing of this transaction. During the transition process each company will continue to operate under its current legal name and continue with normal business operations.

Advent is one of the leading private equity investors in Latin America. Since 1996, the firm has invested in over 50 companies across Latin America. Advent has been active in the chemicals and materials industry for more than 25 years, during which time it has invested in over 30 companies in the sector globally. Its recent investments in the sector include Quala, VIAKEM, GTM, Allnex, Maxam, Mondo Minerals, Oxea and H.C. Starck.

Itaú BBA and Lobo & de Rizzo served as exclusive financial advisor and legal advisors to GTM on the transaction.

About GTM

GTM was founded in 1983 in Guatemala. Since then, the company has grown both organically and through acquisitions to become one of the largest distributors of chemicals in Latin America. GTM provides chemicals and logistics services to more than 11,600 customers in a range of industries from personal care to oil exploration through its 51 centers in 12 countries, from Mexico to Argentina. The company also has supply offices in the United States and China, as well as exclusive commercial representations in India, South Korea and Germany.

About quantiQ

About Advent International

Founded in 1984, Advent International is one of the largest and most experienced global private equity investors. The firm has invested in more than 315 private equity transactions in 40 countries. As of September 30, 2016, it had $42 billion in assets under management. With offices on four continents, Advent has established a globally integrated team of over 190 investment professionals across North America, Europe, Latin America and Asia. The firm focuses on investments in five core sectors, including business and financial services; healthcare; industrial; retail, consumer and leisure; and technology, media and telecom. After more than 30 years dedicated to international investing, Advent remains committed to partnering with management teams to deliver sustained revenue and earnings growth for its portfolio companies.

Advent is one of the most experienced private equity investors in Latin America, with a 20- year track record spanning over 50 investments and $6 billion in capital raised for the region. Advent’s latest fund, LAPEF VI, has $2.1 billion in committed capital and is being invested across Latin America by a team of 40 investment professionals based in Mexico, Brazil, Colombia and Peru.

For more information, visit: www.adventinternational.com

Media contacts

GTM
Gilberto Mata C.
Communications & Corporate Affairs
+506 2204-7474
gmata@gtm.net

Brazil
Raul Neto
Medialink
T: +11 3817 2131
raul.fagundes@medialink.com.br

US
Chuck Dohrenwend or Dana Gorman
Abernathy MacGregor Group
+1 212 371 5999
adventinternational@abmac.com

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Advent International acquires significant minority stake in ASK Group, a leading investment and wealth manager in India

Partnership to focus on accelerating ASK’s growth by strengthening its team, launching new products and expanding internationally

MUMBAI, December 21, 2016 – Advent International, one of the largest and most experienced global private equity investors, today announced that it has acquired a significant minority ownership interest in ASK Group (“ASK”), a leading investment and wealth management business in India.

ASK Group’s founders will retain a majority stake in the company, and the management team will continue to lead the business. Financial terms were not disclosed.

The transaction is the first investment that Advent has made in India from its new $13 billion global private equity fund, GPE VIII, and its third investment in India in the past two years following the purchase of equity stakes in Crompton Greaves Consumer Electricals and QuEST Global Services.

Founded in 1983, ASK is India’s largest equity portfolio management service provider, a leading real estate investment manager and one of the country’s top wealth managers. The group also has a private equity fund management business. ASK manages assets of over Rs. 29,480 crore (US$4.4 billion) across seven offices in India and has offices in Dubai and Singapore, catering to its international investor base.

“We are pleased to welcome Advent International as our new investment partner as we look to take our businesses to the next level of growth,” said Asit Koticha, Chairman and Founder of ASK Group. “With its deep sector expertise and global resources, Advent can bring significant value to help us increase productivity, broaden our range of services and expand our international presence.”

“ASK is a leading player in India’s growing investment management market, which is benefitting from rising per capita income, savings and increasing penetration of professional investment advisory services,” said Shweta Jalan, Managing Director and Head of India for Advent International. “ASK has well-respected investment managers, and we believe it is strongly positioned to enhance the value it offers to customers by expanding its reach, products and services. We look forward to working with ASK’s management team to pursue these growth opportunities.”

Commenting on the partnership, Sunil Rohokale, Managing Director and CEO of ASK Group, said, “This partnership will enable ASK Group to scale up its existing business and explore new business opportunities domestically and internationally.” He added, “With the help of the Advent team, ASK plans to build an international franchise for Indian investment opportunities focusing on institutional investors and family offices.”

Advent has significant experience in the financial services sector, having invested in 40 companies in subsectors such as payments, insurance and consumer finance over the past 25 years. The firm has been investing in India since 2007 and opened an office in Mumbai in 2009. In addition to ASK Group, Advent’s investments in India have included Crompton Greaves Consumer Electricals, India’s leading supplier of consumer electrical goods, lighting and lighting automation systems; QuEST, a global engineering solutions provider; Care Hospitals, one of the leading tertiary care hospital chains in the country; and Computer Age Management Services (CAMS), India’s leading provider of business process outsourcing services to the asset management industry.

Moelis & Company served as exclusive financial advisor and Shardul Amarchand served as legal advisor to ASK Group on the transaction. Nomura served as exclusive financial advisor and Cyril Amarchand served as legal advisor to Advent International.

ABOUT ASK GROUP

The ASK Group is a leading player in the investment and wealth management business in India, managing the wealth and investment needs of some of the most affluent families in the country. The group is represented in India through its four key businesses: ASK Wealth Advisors, providing wealth advisory and multi-family office services; ASK Investment Managers, providing portfolio management services; ASK Property Investment Advisors, focusing on real estate private equity; and ASK Pravi Capital Advisors, focusing on private equity fund management. It has seven offices in India through which it serves the needs of clients across the country. Through its office in Dubai, the group manages clients in Gulf Cooperation Council countries and Africa, and through its office in Singapore it manages real estate and equity investments made in India. ASK Group manages assets of approximately Rs. 29,480 crore (US$4.4 billion).

For further information, visit:
www.askfinancials.com

ABOUT ADVENT INTERNATIONAL

Founded in 1984, Advent International is one of the largest and most experienced global private equity investors. The firm has invested in more than 315 private equity transactions in 40 countries. As of September 30, 2016, it had $42 billion in assets under management. With offices on four continents, Advent has established a globally integrated team of over 190 investment professionals across North America, Europe, Latin America and Asia. The firm focuses on investments in five core sectors, including business and financial services; healthcare; industrial; retail, consumer and leisure; and technology, media and telecom. After more than 30 years dedicated to international investing, Advent remains committed to partnering with management teams to deliver sustained revenue and earnings growth for its portfolio companies.

For further information, visit:
www.adventinternational.com