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Recommendation: BUY (BUY) Risk: Medium (Medium) Price Target: EUR 7.10 (7.10) 20 December 2010 Stability and growth are not worthy of undervaluation Since our initial coverage on 18 May 2010, GBK s stock appreciated roughly 20% to EUR 5.25 before momentum ceased and stock price quotations found a new equilibrium in the range of EUR 4.50 and EUR 4.75. We think that GBK s stock stopped upward movement far below its fair value for several reasons. Share price (dark) vs. CDAX Firstly, GBK s sales figures represent income streams related to smalland midsized unlisted German companies GBK has invested in. Currently, the portfolio encompasses 30 constituents that operate in several sectors (automotive (20.1%), chemistry (6.7%), services (11.7), electrical engineering (16.6%), machine construction (3.7%) and retail market (20.7%)). Therefore, the development of the German economy as a whole should serve as a good proxy for deriving probable income streams from GBK s portfolio constituents. Analysing the correlation between Germany s GDP and GBK s sales between 2002 and 2009, and taking into account projected GDP growth in Germany between 2010E and 2011E we found evidence that our estimates for GBK s income from investments are conservative. Income from investments account for approximately 75% of GBK s total sales. Other revenue streams are income from divestiture and lending which are also enhanced by the positive economic environment. Secondly, in our initial coverage we applied a NAV market model to derive fair value for GBK s stock. Back then we showed that peer group companies reporting in accordance with IFRS were traded at an average discount of -12.8% to their NAV. In the meantime this discount changed to become an average premium of 13% reflecting improved market sentiment concerning investees. However, GBK s discount barely changed and even widened from 30% to 42% when compared with its peers. Our derived fair market value and the fair value indication calculated by an independent appraisal (EUR 7.13 per share) for GKB Beteiligungen AG have not changed and we feel that market participants do not adequately appraise the solid and steady growth story of GBK Beteiligungen AG yet. Currently the stock quotes at EUR 4.61 which implies an increase of 6.0% during the last seven months. If GBK s stock increased in value the same way as its peers, the stock would quote at EUR 5.30 today which is still far away from our price target of EUR 7.10. Source: CBS Research AG, Bloomberg Change 2010E 2011E 2012E new old new old new old Total sales - 4.2-4.8-5.4 EBIT - 1.5-2.1-3.1 EPS - 0.22-0.31-0.44 Internet: www.gbk-ag.de WKN: 585090 Reuters: GBQG.DE Sector: Private Equity ISIN: DE0005850903 Bloomberg: GBQ GY Share data: GBK Beteiligungen AG is an independent, Germanybased private equity company. The company acquires stakes in profitable and dynamically growing unquoted German companies operating in several industrial sectors. Share data: Share price (last closing price): Shares outstanding (m): Market capitalisation (EURm): Enterprise value (EURm): Ø daily trading volume (3 m., no. of shares): Performance data: High 52 weeks (EUR): Low 52 weeks (EUR): Absolute performance (12 months): Relative performance: (vs. CDAX): 1 month 3 months 6 months 12 months EUR 4.61 6.75 31.12 16.39 2,078 EUR 5.25 EUR 4.2 10.34% -4.6% -16.6% -12.9% -9.1% For the above mentioned reasons we recommend to BUY the stock and reiterate our price target of EUR 7.10 per share. Key data Shareholders: HANNOVER Finanz GmbH Setubal Vermögensverwaltung GmbH Value Holdings AG Freefloat 11.0% 10.0% 8.5% 70.5% FY 12/31, EUR m 2007 2008 2009 2010E 2011E 2012E Dividend payments 2.8 3.1 3.3 3.5 3.8 4.3 Total sales 3.3 4.1 3.6 4.2 4.8 5.4 EBIT -0.2 2.0-0.1 1.5 2.1 3.1 EBIT margin -8% 48% -2% 35% 44% 57% Net result 0.3 2.3 0.1 1.5 2.1 3.0 EPS 0.05 0.35 0.02 0.22 0.31 0.44 DPS 0.15 0.22 0.10 0.11 0.15 0.22 Price / NAV 0.65 0.48 0.61 0.55 0.52 0.50 EV/EBIT neg. 8.2 neg. 11.1 7.8 5.3 P/E 92.1 10.1 209.1 20.7 15.0 10.4 Source: GBK Beteiligungen AG, CBS Research AG Financial calendar: Letter to shareholders Late January 2011 Authors: Enid Omerovic (Analyst) Manuel Martin, CEFA (Analyst) Close Brothers Seydler Research AG Phone: +49 (0) 69-977 84 56 0 Email: Homepage: research@cbseydlerresearch.ag www.cbseydlerresearch.ag Please notice the information on the preparation of this document, the disclaimer, the advice regarding possible conflicts of interests, and the mandatory information required by 34b WpHG (Securities Trading Law) at the end of this document. This financial analysis in accordance with 34b WpHG is exclusively intended for distribution to individuals that buy or sell financial instruments at their own account or at the account of others in connection with their trading activities, occupation, or employment.

Change in Income from Investments of GBK (in %) Change in Income from Investments of GBK (in %) GBK Beteiligungen AG Positive economic environment GBK Beteiligungen AG is a private equity firm that exclusively invests in the German Mittelstand. GBK s portfolio constituents are not clustered around a certain sector. Rather, the portfolio is broadly diversified and therefore influenced by many economic drivers. In order to analyze the influence of German GDP growth on GBK s income from investments (IFI), we plotted growth of GBK s IFIs against Germany s GDP growth. Correlation GDP change in Germany and GBK s income from investments 65% 65% R² = 0.465 45% 45% Historical observations CBS Research estimates 25% R² = 0.404 25% 5.94% 13.12% 9.77% 5% 5% -1% 0% 1% 2% 3% -5% 4% -4% -3% -2% -1% 0% 1% 2% 3% 4% -15% GDP Change for Germany between 2002 and 2008 (in %) -15% GDP Change for Germany between 2002 and 2011E (in %) Source: CBS Research AG, Bloomberg The left chart above depicts German GDP growth and IFI change between 2002 and 2008. For example, in 2002 when German GDP exhibited zero growth, GBK s IFI rose by 12.70% (in general, GBK receives dividend payments (IFIs) from its portfolio companies with a time lag of one year. That is, IFI in 2003 is determined by business development of portfolio constituents in 2002). On the other hand, robust growth in German GDP was accompanied by a disproportionally high increase in GBK s IFI growth. Additionally, the chart demonstrates that GBK s management not only succeeded in heightening IFI steadily but also protecting the portfolio during adverse economic surrounding (statistically significant intercept of approx. 8%). Therefore we expect GBK s IFI to increase by 5.94% in 2010E despite the fierce contraction in German GDP growth of -4.70% in 2009. Furthermore, by ignoring the fact that the population of observations comprises of only seven samples, the chart should help demonstrate that our estimates for GBK s IFI in 2011E and 2012E are not too optimistic. For instance, Germany s IFO (an important economic activity index) has just reached its highest level in 20 years. At the start of this year, economists were forecasting just 1.5% growth for Germany. Now they are discussing about whether it will come in at 4% or more. We geared ourselves to the Bloomberg consensus that indicates a German GDP growth of 3.5% in 2010E (2.10% in 2011E). From the right chart above it is obvious that IFI growth in 2011E (9.77%), and 2012E (13.12%) lie in the region of the lower band of justifiable growth rates. Conclusion We have identified two crucial developments that indicate that undervaluation of GBK s stock has enlarged and that this enlargement is not backed by fundamental developments. The first one relates to German GDP growth and GBK s IFI, which we believe to be projected conservatively. Secondly, last Friday the stock quoted at EUR 4.61 which implies an increase of 6.0% during the last seven months. If GBK s stock increased in value the same way as its peers, the stock would quote at EUR 5.30 today which is still far away from our price target of EUR 7.10. www.cbseydlerresearch.ag Close Brothers Seydler Research AG 2

Appendix www.cbseydlerresearch.ag Close Brothers Seydler Research AG 3

GBK Beteiligungen AG Balance Sheet HGB EURm 2007 2008 2009 2010E 2011E 2012E Assets Noncurrent assets 20.3 23.2 25.0 26.7 28.6 31.3 as % of total assets 48.1% 53.3% 59.6% 62.1% 64.5% 68.0% Investments Loans to investee companies Profit participation rights Deposits 18.6 20.9 22.7 24.2 25.9 28.3 1.4 2.1 1.8 2.2 2.3 2.5 0.2 0.3 0.3 0.3 0.4 0.5 0.0 0.0 0.2 0.0 0.0 0.0 Current assets 21.8 20.4 16.9 16.3 15.7 14.6 as % of total assets 51.9% 46.7% 40.4% 38.0% 35.4% 31.8% Amounts due from investee companies 1.5 1.6 1.6 1.3 1.3 1.5 Other assets 0.9 0.9 0.6 0.9 0.8 0.7 Cash 19.5 17.9 14.7 14.1 13.6 12.5 Total Assets 42.1 43.6 41.9 43.0 44.4 46.0 Total equity and liabilities Total equity 41.3 42.6 41.3 42.1 43.4 45.4 as % of total equity and liabilities 98.1% 97.7% 98.4% 98.0% 97.9% 98.6% Capital stock 33.8 33.8 33.8 33.8 33.8 33.8 Capital reserve 4.3 4.3 4.3 4.3 4.3 4.3 Revenue reserves 2.1 2.5 2.5 2.5 2.5 2.5 Retained earnings 1.2 2.2 0.8 1.6 3.0 4.9 Noncurrent liabilities 0.1 0.2 0.2 0.2 0.2 0.2 as % of total equity and liabilities 0.3% 0.4% 0.5% 0.5% 0.5% 0.5% Pension provision and other liabilities 0.1 0.1 0.1 0.1 0.1 0.1 Deferred taxes 0.0 0.1 0.1 0.1 0.1 0.1 Financial liabilities 0.0 0.0 0.0 0.0 0.0 0.0 Other liabilities 0.0 0.0 0.0 0.0 0.0 0.0 Current liabilities 0.7 0.8 0.4 0.6 0.7 0.4 as % of total equity and liabilities 1.6% 1.9% 1.0% 1.5% 1.6% 0.9% Tax provisions 0.1 0.2 0.2 0.3 0.3 0.4 Other provisions 0.6 0.7 0.2 0.4 0.4 0.0 Total equity and liabilities 42.1 43.6 41.9 43.0 44.4 46.0 Source: CBS Research AG, GBK Beteiligungen AG www.cbseydlerresearch.ag Close Brothers Seydler Research AG 4

GBK Beteiligungen AG Cash flow statement HGB EURm 2007 2008 2009 2010E 2011E 2012E Net income 0.3 2.3 0.1 1.5 2.1 3.0 Depreciation and amortisation 1.6 0.2 1.6 0.9 0.7 0.3 Change in long term provisions 0.0 0.0 0.0 0.0 0.0-0.1 Other non-cash items 0.2 0.2-0.3 0.2 0.1-0.8 Change in other assets and liabilities 0.0-0.7 0.0 0.0 0.0 0.0 Interest income -1.3-0.1 0.0 0.2 0.0-0.2 Interest expenses -0.1 0.0 0.0 0.0 0.0 0.0 Cash flow from operating activities 0.7 1.9 1.6 2.8 2.9 2.2 Investment in financial assets 0.7 0.0 1.6 3.2 3.4 3.7 Income from disposal of long-term assets 2.6 5.1 0.0-5.9-6.0-6.0 Cash flow from investing activities 0.9-2.5-3.3-2.8-2.7-2.3 Cash inflow from capital increases 13.3 0.0 0.0 0.0 0.0 0.0 Dividends paid -0.9-1.0 0.0-0.7-0.8-1.0 Cash flow from financing activities 12.4-1.0-1.5-0.7-0.8-1.0 Total change in cash and cash equivalents 14.0-1.6-3.2-0.6-0.5-1.1 Cash and cash equivalents at the start of the period 5.5 19.5 17.9 14.7 14.1 13.6 Cash and cash equivalents at the end of the period 19.5 17.9 14.7 14.1 13.6 12.5 Source: CBS Research AG, GBK Beteiligungen AG www.cbseydlerresearch.ag Close Brothers Seydler Research AG 5

Research Schillerstrasse 27-29 60313 Frankfurt am Main Phone: +49 (0)69 977 8456-0 Roger Peeters +49 (0)69-977 8456-12 CEO Roger.Peeters@cbseydlerresearch.ag Martin Decot +49 (0)69-977 8456-13 Kristina Kardum +49 (0)69-977 8456-21 Martin.Decot@cbseydlerresearch.ag Kristina.Kardum@cbseydlerresearch.ag Rabeya Khan +49 (0)69-977 8456-10 Igor Kim +49 (0)69-977 8456-15 Rabeya.Khan@cbseydlerresearch.ag Igor.Kim@cbseydlerresearch.ag Ralf Marinoni +49 (0)69-977 8456-17 Manuel Martin +49 (0)69-977 8456-16 Ralf.Marinoni@cbseydlerresearch.ag Manuel.Martin@cbseydlerresearch.ag Enid Omerovic +49 (0)69-977 8456-19 Marcus Silbe +49 (0)69-977 8456-14 Enid.Omerovic@cbseydlerresearch.ag Marcus.Silbe@cbseydlerresearch.ag Veysel Taze +49 (0)69-977 8456-18 Veysel.Taze@cbseydlerresearch.ag Institutional Sales Schillerstrasse 27-29 60313 Frankfurt am Main Phone: +49 (0)69 9 20 54-400 Raimar Bock +49 (0)69-9 20 54-115 Head of Sales Raimar.Bock@cbseydler.com Rüdiger Eich +49 (0)69-9 20 54-119 Uwe Gerhardt +49 (0)69-9 20 54-168 (Germany, Switzerland) Ruediger.Eich@cbseydler.com (Germany, Switzerland) Uwe.Gerhardt@cbseydler.com Klaus Korzilius +49 (0)69-9 20 54-114 Stefan Krewinkel +49 (0)69-9 20 54-118 (Austria, Benelux, Germany) Klaus.Korzilius@cbseydler.com (Execution, UK) Stefan.Krewinkel@cbseydler.com Markus Laifle +49 (0)69-9 20 54-120 Bruno de Lencquesaing +49 (0)69-9 20 54-116 (Execution) Markus.Laifle@cbseydler.com (Benelux, France) Bruno.deLencquesaing@cbseydler.com Sales USA 11 Town Square Place Suite 1500A Jersey City, NJ 07310 Phone: +1 201 216 0100 Tom Higgins +1 201 706 6013 thiggins@hudsonsecurities www.cbseydlerresearch.ag Close Brothers Seydler Research AG 6

Disclaimer and statement according to 34b German Securities Trading Act ( Wertpapierhandelsgesetz ) in combination with the provisions on financial analysis ( Finanzanalyseverordnung FinAnV) This report has been prepared independently of the company analysed by Close Brothers Seydler Research AG and/ or its cooperation partners and the analyst(s) mentioned on the front page (hereafter all are jointly and/or individually called the author ). None of Close Brothers Seydler Research AG, Close Brothers Seydler Bank AG or its cooperation partners, the Company or its shareholders has independently verified any of the information given in this document. Section 34b of the German Securities Trading Act in combination with the FinAnV requires an enterprise preparing a security analysis to point out possible conflicts of interest with respect to the company that is the subject of the analysis. Close Brothers Seydler Research AG is a majority owned subsidiary of Close Brothers Seydler Bank AG (hereafter CBS ). However, Close Brothers Seydler Research AG (hereafter CBSR ) provides its research work independent from CBS. CBS is offering a wide range of Services not only including investment banking services and liquidity providing services (designated sponsoring). CBS or CBSR may possess relations to the covered companies as follows (additional information and disclosures will be made available upon request): a. CBS holds more than 5% interest in the capital stock of the company that is subject of the analysis. b. CBS was a participant in the management of a (co)consortium in a selling agent function for the issuance of financial instruments, which themselves or their issuer is the subject of this financial analysis within the last twelve months. c. CBS has provided investment banking and/or consulting services during the last 12 months for the company analysed for which compensation has been or will be paid for. d. CBS acts as designated sponsor for the company's securities on the basis of an existing designated sponsorship contract. The services include the provision of bid and ask offers. Due to the designated sponsoring service agreement CBS may regularly possess shares of the company and receives a compensation and/ or provision for its services. e. The designated sponsor service agreement includes a contractually agreed provision for research services. f. CBSR and the analysed company have a contractual agreement about the preparation of research reports. CBSR receives a compensation in return. g. CBS has a significant financial interest in relation to the company that is subject of this analysis. In this report, the following conflicts of interests are given at the time, when the report has been published: f CBS and/or its employees or clients may take positions in, and may make purchases and/ or sales as principal or agent in the securities or related financial instruments discussed in this analysis. CBS may provide investment banking, consulting, and/ or other services to and/ or serve as directors of the companies referred to in this analysis. No part of the authors compensation was, is or will be directly or indirectly related to the recommendations or views expressed. Recommendation System: Close Brothers Seydler Research AG uses a 3-level absolute share rating system. The ratings pertain to a time horizon of up to 6 months: BUY: The expected performance of the share price is above +10%. HOLD: The expected performance of the share price is between 0% and +10%. SELL: The expected performance of the share price is below 0%. Recommendation history over the last 12 months for the company analysed in this report: Date Recommendation Price at change date Price Target 18 May 2010 BUY (Initial Coverage) EUR 4.35 EUR 7.10 20 December 2010 BUY (Company update) EUR 4.61 EUR 7.10 Risk-scaling System: Close Brothers Seydler Research AG uses a 3-level risk-scaling system. The ratings pertain to a time horizon of up to 6 months: LOW: The volatility is expected to be lower than the volatility of the benchmark MEDIUM: The volatility is expected to be equal to the volatility of the benchmark HIGH: The volatility is expected to be higher than the volatility of the benchmark www.cbseydlerresearch.ag Close Brothers Seydler Research AG 7

The following valuation methods are used when valuing companies: Multiplier models (price/earnings, price/cash flow, price/book value, EV/Sales, EV/EBIT, EV/EBITA, EV/EBITDA), peer group comparisons, historical valuation approaches, discounting models (DCF, DDM), break-up value approaches or asset valuation approaches. The valuation models are dependent upon macroeconomic measures such as interest, currencies, raw materials and assumptions concerning the economy. In addition, market moods influence the valuation of companies. The figures taken from the income statement, the cash flow statement and the balance sheet upon which the evaluation of companies is based are estimates referring to given dates and therefore subject to risks. These may change at any time without prior notice. The opinions and forecasts contained in this report are those of the author alone. Material sources of information for preparing this report are publications in domestic and foreign media such as information services (including but not limited to Reuters, VWD, Bloomberg, DPA-AFX), business press (including but not limited to Börsenzeitung, Handelsblatt, Frankfurter Allgemeine Zeitung, Financial Times), professional publications, published statistics, rating agencies as well as publications of the analysed issuers. Furthermore, discussions were held with the management for the purpose of preparing the analysis. Potentially parts of the analysis have been provided to the issuer prior to going to press; no significant changes were made afterwards, however. Any information in this report is based on data considered to be reliable, but no representations or guarantees are made by the author with regard to the accuracy or completeness of the data. The opinions and estimates contained herein constitute our best judgment at this date and time, and are subject to change without notice. Possible errors or incompleteness of the information do not constitute grounds for liability, neither with regard to indirect nor to direct or consequential damages. The views presented on the covered company accurately reflect the personal views of the author. All employees of the author's company who are involved with the preparation and/or the offering of financial analyzes are subject to internal compliance regulations. The report is for information purposes, it is not intended to be and should not be construed as a recommendation, offer or solicitation to acquire, or dispose of, any of the securities mentioned in this report. Any reference to past performance should not be taken as indication of future performance. 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Responsible Supervisory Authority: Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin, Federal Financial Supervisory Authority) Graurheindorferstraße 108 53117 Bonn and Lurgiallee 12 60439 Frankfurt Schillerstrasse 27-29 60313 Frankfurt am Main www.cbseydlerresearch.ag Tel.: 0049 - (0)69-97 78 45 60 www.cbseydlerresearch.ag Close Brothers Seydler Research AG 9