The leading adviser in the global education sector

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1 The leading adviser in the global education sector 3

2 Global Financial Advisory Rothschild stands apart from the competition. What makes Rothschild special as an adviser is that we are: Focused on clients Expert Informed Long-term Trusted and independent Nothing gets in the way of our impartial advice for each and every client. We sell nothing but our best advice and execution capabilities. Senior bankers lead every assignment from start to finish. We advise on more deals than any other adviser in our core markets, and on many of the most complex or transformational assignments in the world. All Rothschild clients benefit from our collective intellectual capital, specialist sector and product expertise, and wealth of experience. We combine global scale with deep local networks. With approximately 900 advisers on the ground around the world, we are well placed to help clients, wherever their business takes them. As a family controlled business we are unconstrained by short-term thinking, so we can take a long-term view to deliver each client s interests. We know that long-lasting relationships depend on the quality of our advice. The scale of our business means that we are not dependent on the outcome of any one transaction. We care about our clients success as much as they do. This has been true for more than 200 years. 4

3 Leading in financial advice, worldwide An unparalleled network of global knowledge is at the heart of our business Abu Dhabi Amsterdam Athens Auckland Barcelona Beijing Birmingham Brussels Bucharest Budapest Calgary Doha Dubai Frankfurt Hanoi Hong Kong Houston Istanbul Jakarta Johannesburg Kiev Kuala Lumpur Leeds Lisbon London LosAngeles Madrid Manchester Manila Melbourne Mexico City Milan Moscow Mumbai New York Paris Prague Riga Santiago São Paulo Seoul Shanghai Singapore Sofia Stockholm Sydney Tallinn TelAviv Tokyo Toronto Vilnius Warsaw Washington Wellington 5

4 Unrivalled track record in education, across the advisory spectrum Sellside Buyside 6 Busy Bees Holdings (2013) 230m disposal of Busy Bees Holdings to Ontario Teachers Pension Plan Largest private nursery operator in the UK; Rothschild s third transaction advising Knowledge Universe Axiom Education (2013) Adviser to RBS on A$270m divestment of Axiom Education Victoria to AMP Capital s Community Infrastructure Fund Public Private Partnership encompassing a portfolio of 11 primary and secondary schools in Victoria, Australia ILA Vietnam (2013) Adviser to founding shareholders on sale of a 60% stake in the company to Headland Capital Partners Premium valuation achieved for largest chain of premium English language schools in Vietnam, through highly competitive process Casterbridge Care and Education (2012) Adviser to Lydian Capital Partners and management shareholders on disposal of company to Bright Horizons Family Solutions Operator of 27 premium-end nurseries in the UK Rothschild s second nursery disposal to Bright Horizons Cambridge Education Group (2013) Adviser to Bridgepoint on 185m acquisition of Cambridge Education Group from Palamon Capital Partners Fastest-growing UK-based provider of university pathway programs for international students Group INSEEC (2013) Adviser to Apax Partners on the US$305m acquisition of Group INSEEC from Career Education Corporation Largest for-profit post-secondary education provider in France Babilou (2012) Adviser to Cobepa on acquisition of minority stake in Groupe Babilou from Alpha Private Equity Leading operator of privately-owned nurseries in France Just Learning (2012) Adviser to Knowledge Universe and Busy Bees Holdings on acquisition of Just Learning Limited from Alchemy Partners Third largest nursery provider in the UK

5 Debt capital markets Capital markets and restructuring Study Group (2013) Adviser to Providence Equity Partners and Study Group on its 205m debut high yield bond offering First education provider to issue a high yield bond in the European market University of Manchester (2013) Debt advice on inaugural 300m 40-year public bond issue Fourth Russell Group university to be advised by Rothschild Cambridge University colleges (2013) Adviser to 18 Cambridge Colleges on raising a 90m aggregated private placement to fund their respective capital expenditure programmes Innovative structure to enable individual colleges accessing the long-term fixed rate sterling debt market Cengage Learning (2013) Adviser to Apax Partners on the restructuring of US$5.8bn financial liabilities of Cengage Learning Second largest publisher of higher education course materials in the US Cambridge University (2012) Adviser on its 350m 40-year bond issue Orderbook nearly three times oversubscribed within 40 minutes of opening Nebraska Book Company (2012) Adviser on restructuring of US$452m in loans and bonds One of the largest college textbook retailers and distributors in the US UNITE Group (2012) Adviser on 405m debt refinancing of its Commercial Mortgage-Backed Securities and bank debt Largest specialist student accommodation fund in the UK Rothschild s third debt advisory mandate for the UNITE Group 7

6 The Rothschild Group In addition to Global Financial Advisory we have three other main arms to our business: Wealth Management Wealth structuring, investment management, banking and trust services to some of the world s wealthiest and most successful families, entrepreneurs, foundations and charities Principal offices in London, Paris and Zurich Trust business established in 1954 and operating in six main locations worldwide; regarded as a world leader in providing wealth structuring, trust and fiduciary services Institutional Asset Management Investment management and advisory services to institutional clients, financial intermediaries, third-party distributors and private clients around the world Three principal subsidiaries: Rothschild Asset Management in New York manages US securities and balanced strategies; Paris-based Rothschild & Cie Gestion focuses on European assets; and Rothschild HDF Investment Solutions specialises in open-architecture investments Merchant Banking Deploys the firm s capital, alongside that of trusted partners, primarily in European investment opportunities Since 2008 we have developed a range of vehicles that allow us to respond to the capital needs of companies, through instruments ranging from senior debt to equity Experienced team has the flexibility to invest with a wide range of partners including entrepreneurs, financial investors, families and institutions, and strives to support our portfolio companies through access to Rothschild s global network Today Rothschild s Merchant Banking division manages more than 3 billion of funds globally 8

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8 Contact us Dominic Hollamby +44 (0) Alex Mathé +44 (0) Abu Dhabi Amsterdam Athens Auckland Barcelona Beijing Birmingham Brussels Bucharest Budapest Calgary Doha Dubai Frankfurt Hanoi Hong Kong Houston Istanbul Jakarta Johannesburg Kiev Kuala Lumpur Leeds Lisbon London LosAngeles Madrid Manchester Manila Melbourne Mexico City Milan Moscow Mumbai New York Paris Prague Riga Santiago São Paulo Seoul Shanghai Singapore Sofia Stockholm Sydney Tallinn TelAviv Tokyo Toronto Vilnius Warsaw Washington Wellington 2 Jan 2014