October 2014 NAXS Nordic Access Buyout Fund AB

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NAXS Nordic Access Buyout Fund AB October 2014

www.naxs.se. Grev Turegatan 10, 1tr, SE-114 46 Stockholm, Sweden. Phone: +46 (0) 8 611 33 25

NAXS Nordic Access Buyout Fund AB Permanent capital focusing on the Nordic buyout market

Fund

Commitment

Fund Size

•  NAXS is an investment company listed on the NASDAQ OMX Stockholm exchange and focusing on investments in Nordic buyout funds

Apax Europe VII

EUR 15m

EUR 11bn

FSN Capital III

EUR 10m

EUR 375m

•  Listed in 2007, now has reached an attractive degree of diversification:

Herkules Private Equity Fund III

NOK 40m

NOK 6bn

•  6 managers, 8 funds

Intera Fund I

EUR 7m

EUR 125m

•  3 vintage years (2007, 2008, 2011)

Intera Fund II

EUR 7,25m

EUR 200m

•  exposure to large, mid and small cap segments, with strong weighting towards small and mid cap managers

Nordic Capital Fund VII

EUR 20m

EUR 4.3bn

Valedo Fund I

SEK 60m

SEK 1bn

Valedo Fund II

SEK 65m

SEK 2bn

•  Reaching maturity 7 years after the IPO: as per Q3 2014, 23 exits and more than 10 recapitalisations. The 23 exits have generated an average gross IRR of 20% •  Distribution policy aiming at returning to shareholders, in the long-term, 50 % to 75% of distributable realized annual earning. For FY 2013, NAXS paid a dividend of SEK 2.0/share (FY 2012: SEK 0.50/share).

Fee structure Management fee

Carried interest

1% p.a. up to NAV of SEK 1 billion

5% over a preferred return of 5% to investors

0.5% p.a. on NAV over SEK 1 billion

PLEASE REFER TO THE FULL INTERIM REPORT JANUARY-SEPTEMBER 2014 (AVAILABLE ON WWW.NAXS.SE) FOR COMPLETE INFORMATION



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NAXS in a snapshot A diversified exposure to the Nordic buyout market Dividend FY 2013: SEK 2.00/share

IPO in May 2007 – As per Q3 2014, 8 funds, 6 managers, over 80 portfolio companies, 23 exits and more than 10 recapitalisations NAXS AB

Summary Financial Information (Q3 2014) Equity/share:

SEK 48.85

Private equity fund investments:

83% of equity

Total exposure to private equity fund investments:

102% of equity

Small cap Fund size less than MEUR 300

Valedo I & II Sweden

Intera I & II Finland

Total equity MSEK 726 SEK 48.85 per share

Naccess Partners

NAXS A/S

Mid cap Fund size MEUR 300–2,000

FSN III Norway/Nordic

Herkules III Norway/Nordic

Large cap Fund size above MEUR 2,000

Nordic Capital VII Nordic/Europe

Apax VII Europe/Global

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NAXS Steady rise in NAV and share price Share price development to Sept. 30, 2014

NAV per share increased by •  8.5% in Q3 2104 •  20.1% over 12 months

SEK/share 50

NAV/share in SEK

53 51

2

49

0.5 0.4

Sept 30, 2014

December 31, 2014

45

48.85 47

0.5 0.4

45

0.5 0.4

43 0.4

41 0.4

39

40.83 40.53

41.71

38.8

44.86

43.92 35

42.34

30

38.15

4

9/30/14

8/31/14

7/31/14

6/30/14

5/31/14

4/30/14

3/31/14

2/28/14

Dividend paid 2014

25 1/31/14

Q3 2014

12/31/13

Q2 2014

11/30/13

Q1 2014

10/31/13

Dividend paid 2013

Q4 2013

9/30/13

Q3 2013

8/31/13

Q2 2013

7/31/13

Dividend paid 2012

Q1 2013

6/30/13

Q4 2012

5/31/13

Q3 2012

4/30/13

NAV

Q2 2012

3/31/13

Q1 2012

2/28/13

35 Q4 2011

+31.5%

1/28/13

37.51

39.7

0.4

40

0.5 0.4

12/28/12

37

39.33

0.4

0.5 0.4

0.5 0.4

46.09

+16%

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NAXS share price Low volatility in 2013 through September 2014

Share price end of month 50 45

42.5 42.4 42.5 42.4 38 37.5

40 34.9

35

50

47.5 47.1

31.8

34.4 34.9 31.9

38.9

38

39.2 39 38.8

44.1 43.7

45

47.1

45 40 35

30

30

25

25

20

20

15

15

10

10

5

5

0

0

45

42.5 38

38

38.8

Q2

Q3

Q4

31.9

Q1 2013

Q1 2014

Q2

Q3

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NAXS 20 exits 104 portfolio companies have been acquired since inception in 2007, 23 of which have been exited (Q3 2014) No of companies acquired per year; exited companies in grey

20 18 3

16

1

14 12 10

The 23 exits have generated an average gross IRR of 20%

8 3

7

8

15

15

6 4 2

1

6

8

14

9

9 5

0 2007

2008

2009

2010

2011

2012

2013

2014 (Q3)

“The occurrence of such a significant number of liquidity events, generating average returns consistent with NAXS’ existing track record, leaves the Company with a robust balance sheet, and well positioned to take advantage of further opportunities.” (Excerpt from the Annual Report 2013 – Comments by the CEO) 6

NAXS Exits in the press September - November 2014

FSN III is largest shareholder

…premium of 32%...

NAXS Investor relations activities

NAXS On a street near you!

NAXS Reaching maturity

High degree of diversification with attractive Nordic-based companies

•  6 managers •  8 funds •  over 80 companies

No of companies acquired per year (exited companies in grey)

104 companies acquired over a 7-year period with exits starting 2010: •  23 exits and more than 10 recaps as of Q3 2014 •  Average holding period of current portfolio companies is approx. 3.5 years

20 3

1

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“NAXS expects that its portfolio will continue to experience a healthy level of activity over the coming quarters, through investments, divestments as well as recapitalizations.”

1

8 10

3

7

15 5 6

8

15

14

9

(Excerpt from the Annual Report 2013)

9 5

0 2007

2008

2009

2010

2011

For FY 2013, NAXS paid a dividend of SEK 2.00/share (FY 2012: SEK 0.50/share)

2012

2013

2014 (Q3)

Value transfer to shareholders 10

NAXS Nordic access buyout fund AB Appendix

NAXS Selected data Portfolio – 8 underlying funds (Q3 2014) # of current portfolio companies

# of exited portfolio companies

Website

NAXS original Commitment

www.valedopartners.se

MSEK 60

Fund

Fund size

Segment

Vintage

Geographic focus

Valedo Partners Fund I AB

MSEK 1,000

Small cap

2007

Sweden

5

4

Intera Fund I KY

MEUR 125

Small cap

2007

Finland

5

2

Apax Europe VII LP

MEUR 11,000

Large cap

2008

Europe/Global

22

12

FSN Capital III LP

MEUR 375

mid cap

2008

10

0

Herkules Private Equity Fund III LP

MNOK 6,000

mid cap

2008

Norway/Nordic

9

2

Nordic Capital Fund VII LP

MEUR 4,300

Large/mid cap

2008

Primarily Nordic

16

2

Intera Fund II KY

MEUR 200

Small cap

2011

Finland

9

0

Valedo Partners Fund II AB

MSEK 2,000

Small cap

2011

Sweden

5

1

Norway/Nordic

wwww.interapartners.fi

www.apax.com www.fsncapital.no www.herkulescapital.no

MEUR 7

MEUR 15 MEUR 10 MNOK 40

MEUR 20 wwww.interapartners.fi

www.valedopartners.

MEUR 7.25

MSEK 65

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NAXS AB Board of Directors & Executives NAXS Nordic Access Buyout Fund AB (publ) – Board of Directors John Chapman (1956) Chairman

Ramanan Raghavendran (1968) Board Member

Tony Gardner-Hillman (1956) Board Member

•  Lawyer and Chartered Financial Analyst (CFA) specializing in representing shareholder interests in connection with the operation and management of investment funds •  Example of board positions: ACP Capital Limited, Central Asia Regional Growth Fund, Black Sea Property Fund, Trinity Capital Plc

•  Lawyer with over 30 years of extensive experience in investment funds, corporate and trust company law, regulation and practice. •  Example of board positions: Bellzone Mining Plc, The Ottoman Fund Limited, Black See Property Fund Limited, ACP Capital Limited

•  Managing Partner, Kubera Partners, the manager of the Kubera Cross-Border Fund, a closed-end private equity fund listed on the London Stock Exchange (AIM) •  Formerly at McKinsey & Company, General Atlantic Partners, Insight Venture Partners and TH Lee Putnam Ventures

NAXS Nordic Access Buyout Fund AB (publ) – Executives Lennart Svantesson (1953) CEO

•  Former CEO of Bure Equity AB, Scribona AB, Arthur D. Little Scandinavia •  Example of board positions: Vehco AB, Icomera AB, Chalmers Innovation AB

Gösta Lundgren (1955) CFO

•  Former CFO of Varyag Resources and auditor at Osborne Johnson Revisionsbyrås AB

Andrew Wignall (1964) Board Member

•  Fellow of the Institute of Chartered Accountants in England and Wales •  Independent non-executive director of a number of private equity, real estate and other alternative fund structures •  Example of board positions: Alden Global Capital, DN Capital, Capvis Equity Partners Priveq Investments

NAXS A/S Board of Directors NAXS Nordic Access Buyout A/S is the holding company for NAXS’ fund investments

Grace Reksten Skaugen (1953) Chairperson

Robin Ahlström (1946) Board Member

•  Former Director Corporate Finance, Orkla Enskilda Securities

•  Former CEO of Alfred Berg and former Head of Nordic Region, Goldman Sachs

•  Example of board positions: Investor AB, StatoilHydro ASA, Orkla ASA

•  Example of current board positions: Stronghold AB, Niam AB, Ahlström Oy •  Other positions: industrial advisor to Altor Equity Partners

Lennart Svantesson

John Chapman

(1953) Board Member

(1956) Board Member

•  Lawyer and Chartered Financial Analyst (CFA) specializing in representing shareholder interests in connection with the operation and management of investment funds •  Example of board positions: ACP Capital Limited, Central Asia Regional Growth Fund, Black Sea Property Fund, Trinity Capital Plc

•  CEO of NAXS AB •  Former CEO of Bure Equity AB, Scribona AB, Arthur D. Little Scandinavia •  Example of board positions: Vehco AB, Icomera AB, Chalmers Innovation AB

Naccess Partners AB Exclusive investment advisor Naccess Partners AB

Thomas Åkerman (1955) Managing Partner

Amaury de Poret (1971) Managing Partner

•  Co-founder of the NAXS Group

•  Co-founder of the NAXS Group

•  Over 15 years of experience in investment banking and private equity

•  Over 10 years of private equity experience

•  Former head of Corporate Finance for Sweden at Alfred Berg ABN Amro

•  Associate in private equity and merger & acquisition practices of leading international law firms (lastly at the Stockholm office of White & Case)

•  Former head of Merger & Acquisition for Sweden at Enskilda Securities •  Former president of Novestra, a venture capital fund listed on the Stockholm exchange •  B.Sc. (Economics and Mathematics) from the Stockholm and Lund Universities.

•  Part of the management team of a private equity fund managed out of São Paulo, Brazil and Washington DC

Per Rinder (1949) Chairman

•  Former head of private equity fund investments at the Sixth Swedish National Pension Fund, one of the largest institutional private equity investors in the Nordic Region •  Reporting Clerk to the Court of Appeal and LL.B. from Stockholm University •  Member of the board of Accent Equity Partners AB

•  Swiss-qualified attorney and LL.B. from the University of Fribourg, Switzerland.

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NAXS Investment characteristics and Company Facts* Geographic focus

Type of Funds

Number and sizes

Funds, which have the Nordic region (Denmark, Finland, Norway and Sweden) or at least one of the Nordic countries as their investment focus, or have an advisory team dedicated to the Nordic region

Private equity buyout funds managed by established managers and selected emerging managers •  Commitments to 6–10 different fund managers, with funds of different vintages •  Max. 125% of NAV committed to and/or invested in underlying funds

Legal form

A public limited liability company incorporated under Swedish law

Target investments

Private equity buyout funds with a focus on the Nordic region

Investable assets

Up to SEK 750 million

Number of shares

15 000 000 shares (excl. share repurchase)/ single share class

Advisory service fee

1% of reported NAV up to SEK 1.0bn, and 0.5% over SEK 1.0bn

Carried interest

Investors 95.0% and the Manager 5.0%, after a 5.0% preferred return for the benefit of investors

Listing

NASDAQ OMX Stockholm

Ticker

•  NAXS SS in Bloomberg

•  Max 40% of NAV with same Manager •  Max. 20% of NAV may be allocated to co-investments

Dividend policy

•  50–75% of distributable realized annual returns over the long-term •  Dividend magnitude dependent on up-coming investment opportunities

Financing & management of net cash

•  NAXS.ST in Reuters

•  Fund investments are financed through equity •  Liquid assets/net cash invested in interest-bearing instruments only

Auditor

Ernst & Young

Reporting

Aggregate NAV reported on a quarterly basis

* Please refer to www.naxs.se and the OMX listing prospectus for exhaustive information

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NAXS Various Selected definitions*

Contact information

Commitment The maximum amount that a limited partner agrees to invest in a fund

NAXS Nordic Access Buyout Fund AB Lennart Svantesson, CEO Grev Turegatan 10 114 46 Stockholm Email: [email protected] Tel: +46 733 110 011

Current commitments Acquisition cost for private equity fund investments, plus remaining commitments to private equity funds Net asset value The fair value of total assets, less net debt (corresponds to equity) Net debt/Net cash Cash and cash equivalents, short-term investments and interestbearing current and long-term receivables, less interest-bearing current and long-term liabilities Private equity fund investments Fair value of investments in private equity funds Total exposure to private equity fund investments Private equity funds investments and remaining commitments to private equity funds * For a full set of definitions please refer to the last page of the Company’s financial reports or www.naxs.se

Naccess Partners AB Thomas Åkerman Email: [email protected] Amaury de Poret Email: [email protected]

Pareto Securities AB (share and trading information) Joakim Appeltofft Email: [email protected] Tel: +46 40 75022

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