Apax Global Alpha Regulatory News (APAX)

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Apax Global Alpha Limited

Exits from Exact Software and AssuredPartners

The Apax VIII Fund ("Apax VIII"), in which AGA is a limited partner, has today announced an agreement in principle to sell Exact Software. Apax VIII also announced on 21 February 2019 that it has agreed to sell its entire stake in AssuredPartners.

Together, these two transactions, based on current exchange rates, represent an uplift of c.€34m or c.3.6% to AGA's Adjusted NAV at 30 September 2018.

AGA's full-year results to 31 December 2018 will be announced on 5 March 2019. 

AGA, whose shares are listed on the London Stock Exchange, provides investors with access to the investment expertise of Apax Partners through its investments in a diversified portfolio of private equity funds advised by Apax Partners as well as derived investments in debt and equity. In 2012, AGA's predecessor vehicle made a commitment of c.€342m to Apax VIII.

KKR to Acquire Exact Software from Funds Advised by Apax Partners

London, UK, and Delft, the Netherlands, 26 February 2019 - Funds advised by Apax Partners (the "Apax Funds") have today announced an agreement in principle to sell their stake in Exact Software ("Exact"), a leading provider of business and accounting software in the Benelux region, to KKR, a leading global investment firm. The terms of the transaction were not disclosed. Exact will now initiate consultations with its works council. The transaction is subject to customary closing conditions.

Founded in 1984 and headquartered in Delft, the Netherlands, Exact's innovative solutions today help 6,700 accountants manage the finances of over 400,000 small businesses in the cloud. Exact's mid-market enterprise resource planning ("ERP") solutions are also used by over 18,500 mid-sized firms, with a choice of cloud or on-premise deployment. The company's integrated software suite includes Financial Management, Logistics, CRM, HR and Payroll. Exact employs 1,400 people in 12 different countries and 21 offices worldwide. Since the investment by the Apax Funds in 2015, Exact has experienced rapid growth and extended its market leadership.

Phill Robinson, Chief Executive Officer of Exact Software, said: "We would like to thank Apax, who have been an incredibly supportive partner to Exact over the last 4 years. As we enter the next stage of our journey we are delighted to have the support of KKR, one of the world's leading technology investors. We have a strong market position in the Benelux region, and a rich heritage. Our plan is to continue to build on our success and in particular become the national champion in our home markets, helping Dutch and Belgian SMEs and Accountants - making a difference to their business every day."

Roy Mackenzie, Partner at Apax Partners, said: "When the Apax Funds invested in Exact we saw an opportunity to back a business with leading products benefitting from the shift to cloud software. We are delighted that our close work with management, through a range of organic growth and M&A initiatives, has improved Exact's strategic presence and growth profile. We wish Phill and his team all the best for the future."

Jean-Pierre Saad, Managing Director at KKR, said: "We have known Phill and the Company for many years, and have been impressed with the growth they have achieved generally and in particular with Exact Online, one of Europe's leading multitenant cloud software products. We are hence very excited to work with them for the next stage of Exact's development and growth."

Daniel Knottenbelt, Member at KKR and Head of the Benelux region, said: "Our support for Exact adds to KKR's strong recent track record of investing in the Netherlands, including our investment in Upfield, formerly Unilever's Spreads business, and Q-Park, one of Europe's leading parking service providers. We have also supported Dutch SMEs through our investment in a €1bn joint venture with NEOS and Schroders, providing direct lending to small and medium-sized businesses in the Netherlands."

The Apax Funds have extensive experience in the software sector, including investments in Epicor Software Corporation, Sophos Group, Paycor, ECi Software Solutions, Duck Creek Technologies and Aptos.

KKR has a long track record of backing successful software companies globally and in the ERP/accounting space in particular, having invested in MYOB, Epicor, Onestream, iValua and Visma.

Rothschild & Co are acting as lead financial adviser to the selling shareholders. Acquisition financing has been arranged and underwritten by KKR Capital Markets. KKR's investment was made through its Core Investments strategy, which represents capital targeting longer-term compounding opportunities.

Apax VIII sells its stake in AssuredPartners to GTCR

Transaction Sees Previous Backers Renew Successful Partnership with Insurance Broker

Lake Mary, Florida, New York and Chicago, February 21, 2019 - Apax VIII, a fund advised by Apax Partners, today announced it has agreed to sell its entire stake in AssuredPartners, a leading US insurance brokerage, to an investor group led by GTCR, a leading Chicago-based private equity firm. GTCR previously owned AssuredPartners from its inception in 2011 until its sale to Apax VIII in 2015. The terms of today's transaction were not disclosed. The transaction is expected to close in the second quarter of 2019.

Apax IX, a separate fund advised by Apax Partners, will co-invest in the transaction alongside GTCR taking a significant minority stake in AssuredPartners. AssuredPartners' management team retains its significant minority stake in the business.

Established in 2011, AssuredPartners is today one of the largest insurance brokers in the United States, distributing property and casualty ("P&C"), risk management, employee benefits and personal insurance. Headquartered in Lake Mary, Florida, the company operates from 200 offices across 30 states and London, England.

In executing The Leaders Strategy™, GTCR partnered with management to form AssuredPartners in 2011 with the goal of creating a leading middle market broker. Over the course of four years, the company completed 112 acquisitions, grew annualized revenue to over $500 million and built a platform from which to achieve long-term success.

Apax VIII acquired a majority stake in AssuredPartners in 2015. During its ownership, AssuredPartners has delivered on its strategy of building a leading insurance brokerage franchise through consolidating a large, fragmented industry. This has been achieved through significant M&A, the business has completed 124 acquisitions, continued strong organic growth, driven by operational improvements including investment in IT, salesforce and infrastructure, and the recruitment of key senior hires, including CIO and Chief Organic Growth Officer positions. The result of these initiatives has seen revenue and EBITDA more than double during Apax VIII's ownership as the business has benefited from scale and broader product ranges.

Jim Henderson, co-founder and CEO of AssuredPartners, said: "Apax has been a superb partner for Assured over the last three years and we are delighted to be renewing this successful partnership. At the same time, we are excited to welcome back the GTCR team who we know very well and value their expertise and insight. We look forward to working with both firms who share our vision and commitment to scaling the business further."

Tom Riley, co-founder, President & COO of AssuredPartners, added: "We have formed a partnership with agencies throughout the country and beyond through the partnership and support of GTCR and Apax Partners. Our acquisition strategy has allowed us to create something truly unique in our industry. The union of our two supporting entities joining forces makes for a very exciting future for AssuredPartners. We look forward to our continued success with Aaron Cohen and Ashish Karandikar and their respective winning teams."

Ashish Karandikar, Partner at Apax Partners, said: "Three and half years ago, we backed Jim Henderson and his team on an ambitious journey to build the preeminent US middle market insurance brokerage firm. Since then, AssuredPartners has charted an impressive growth trajectory through organic investments in sales and technology and through acquisitions to create a scaled product and service proposition to carriers and customers. We believe there continues to be exceptional opportunities for AssuredPartners and its over 5,000 talented and entrepreneurial insurance professionals and are excited to be continuing our journey."

Aaron Cohen, GTCR Managing Director, added: "We had an incredible experience working with the Assured team and have watched with admiration their continued success over the last three years. We want to congratulate the entire Assured organization on building a leading insurance broker with over $1 billion of revenue in just eight years. AssuredPartners is a trusted advisor to its customers, offering unique capabilities to assist leading companies in all of their insurance and risk management needs. We are thrilled to be partners with Jim Henderson, Tom Riley and the team once again and look forward to the continued expansion of the AssuredPartners platform."

The Apax Funds have significant experience investing in the insurance sector, including Hub International and Genex, which were successfully exited in 2013 and 2018 respectively, and current investment Duck Creek Technologies.

The investment in AssuredPartners continues GTCR's two decades of successful experience investing in the insurance industry with past investments in insurance brokers Alliant Resources and AssuredPartners, specialty carrier Ironshore, premium finance provider Premium Credit Limited and software company Solera.

AssuredPartners and Apax VIII were advised by Bank of America Merrill Lynch (M&A Advisor) and Kirkland & Ellis LLP (legal counsel). Harris Williams and Barclays also provided M&A advice to Apax VIII. Simpson Thacher & Bartlett LLP provided legal advice to Apax IX. Katten Muchin Rosenman LLP served as legal advisors to the management team of AssuredPartners. GTCR was advised by Morgan Stanley & Co. LLC (financial advisor) and Latham & Watkins LLP (legal counsel).

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About Apax Global Alpha Limited

AGA is a Guernsey registered closed-ended collective investment scheme incorporated as a non-cellular company that listed on the London Stock Exchange on 15 June 2015. It is regulated by the Guernsey Financial Services Commission.

AGA's objective is to provide shareholders with capital appreciation from its investment portfolio and regular dividends. The Company is targeting an annualised Total Return, across economic cycles, of 12-15% (net of fees and expenses) including a dividend yield of 5% of Net Asset Value.

The investment policy of the Company is to make Private Equity investments in Apax Funds, and Derived Investments which are investments in equities and debt derived from the insights gained via Apax Partners' Private Equity activities. The Company's portfolio is expected to be allocated in approximately equal proportions between Private Equity and Derived Investments, although the investment mix will fluctuate over time due to market conditions, investment opportunities, cash flow requirements, the dividend policy and other factors. Further information regarding the Company and its publications are available on the Company's website at www.apaxglobalalpha.com.

About Apax Partners LLP

Apax Partners is a leading global private equity advisory firm. Over its more than 40-year history, Apax Partners has raised and advised funds with aggregate commitments of c.€40 billion. Funds advised by Apax Partners invest in companies across four global sectors of Tech & Telco, Services, Healthcare and Consumer. These funds provide long‐term equity financing to build and strengthen world‐class companies. For further information about Apax Partners, please visit www.apax.com.

Apax Partners is authorised and regulated by the Financial Conduct Authority in the UK.