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efta-01444246DOJ Data Set 10Other

EFTA01444246

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DOJ Data Set 10
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efta-01444246
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138
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EFTA Disclosure
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GLDUS128 Patrick Gerschel CONFIDENTIAL Glendower Access Secondary Opportunities IV (U.S.), L.P. Overview April 2018 STRICTLY CONFIDENTIAL FOR INVESTMENT PROFESSIONAL AND QUALIFIED INVESTOR USE ONLY EFTA01444246 GLDUS128 Patrick Gerschel Important Information The information contained herein (the "Presentation") is for informational and discussion purposes only and is not, and may not be relied on in any manner as, legal, tax or investment advice, any recommendation or opinion regarding the appropriateness or suitability of any investment or strategy, or as an offer to sell or a solicitation ofan offer to buy an interest in Glendower Capital Secondary Opportunities Fund IV, LP (the "Underlying Fund") or Glendower Access Secondary Opportunities IV (U.S.), L.P. (the "Access Fund"). A private offering of interests in the Access Fund will be made only pursuant to the Access Fund's Private Placement Memorandum (the "Offering Memorandum"), which will be furnished only to qualified prospective investors on a confidential basis. The Presentation is qualified in its entirety by reference to the Offering Memorandum, which contains more detailed information about the Access Fund's investment objective, terms and conditions and also contains tax information and risk disclosures that are important to any investment decision regarding the Access Fund. No person has been authorized to make any statement concerning the Access Fund other than as set forth in the Offering Memorandum and any such statements, if made, may not be relied upon. The information contained herein must be kept strictly confidential and may not be reproduced or redistributed in any format without the approval of the General Partner of the Access Fund and the General Partner ofthe Underlying Fund. This Presentation, other than the description of the Access Fund Terms, was not created for the Access Fund and does not describe an investment in the Access Fund. There are important differences between the Access Fund and the Underlying Fund described in the Presentation. An investment in the Access Fund is not suitable for all investors. Prospective investors should be aware that investing in the Access Fund involves a high degree of risk. There can be no assurance that the Access Fund or the Underlying Fund will achieve their investment objectives or that investors will receive a return on their capital. The possibility of partial or total loss of capital will exist and prospective investors must be prepared to bear capital losses that may result from investments. There will be restrictions on transferring interests in the Access Fund, investments may be leveraged and the investment performance may be volatile. Before deciding to invest in the Access Fund, prospective investors should read the Offering Memorandum and pay particular attention to the Risk Factors contained therein. The fees and expenses charged in an investment in the Access Fund may be higher than the fees and expenses of other investment alternatives and may offset profits. Both the Access Fund and the Underlying Fund impose administrative or management fees, custodial accounting and other service fees, performance allocations and other expenses that will reduce returns. Investors should have the financial ability and willingness to accept the risk characteristics of the Access Fund's investments. Potential conflicts of interest may arise between the General Partner and the Limited Partners, such conflicts of interest are describedmore fully in the Offering Memorandum. EFTA01444247 In considering any performance data contained in the Presentation, you should bear in mind that past or targeted performance is not indicative of future results, and there can be no assurance that the Access Fund or the Underlying Fund will achieve comparable results. Prospective investors should also bear in mind that past or targeted portfolio characteristics are not indicative of future portfolio characteristics and there can be no assurance that any fund will have comparable portfolio characteristics or that target portfolio characteristics will be achieved. The value of investments can go down as well as up. In addition, there can be no assurance that unrealized investments will be realized at the valuations shown as actual realized returns will depend on, among other factors, future operating results, the value of the assets and market conditions at the time of disposition, any related transaction costs, and the timing and manner of sale, all ofwhich may be different from the assumptions on which the valuations contained herein are based. IRRs presented on a "gross" basis do not reflect any management fees, carried interest, taxes and allocable expenses borne by investors, which in the aggregate may be substantial. Therefore, actual performance of the Underlying Fund after deduction ofsuch fees and expenses would be lower than the gross performance reflected in this Presentation. Further, investors in the Access Fund will experience lower returns than investors committing directly to the Underlying Fund as a result of the additional fees and expenses associated with an investment in the Access Fund. Nothing contained herein should be deemed to be prediction or projection of future performance ofthe Underlying Fund or the Access Fund. STRICTLY CONFIDENTIAL FOR INVESTMENT PROFESSIONAL AND QUALIFIED INVESTOR USE ONLY 2 EFTA01444248 GLDUS128 Patrick Gerschel Important Information (Continued) NOTE: Historical returns presented herein do not include any fees and expenses that would be associated with an investment in the Access Fund, which would have the effect oflowering the net returns experienced by an investor. Benchmarks and financial indices are shown for illustrative purposes only and are provided for the purpose ofmaking general market data available as a point of reference only. Such benchmarks and financial indices may not be available for direct investment, may be unmanaged, assume reinvestment of income, do not reflect the impact of any trading commissions and costs, management or performance fees, and have limitations when used for comparison or other purposes because they, among other reasons, may have different trading strategy, volatility, credit or other material characteristics. No representation is made that any benchmark or index is an appropriate measure for comparison. Alternative investments often are speculative and include a high degree of risk. Investors could lose all or a substantial amount of their investment. Alternative investments are suitable only for eligible, long-term investors who are willing to forgo liquidity and put capital at risk for an indefinite period of time. They may be highly illiquid and can engage in leverage and other speculative practices that may increase the volatility and risk of loss. Alternative Investments typically have higher fees than traditional investments. Investors should carefully review and consider potential risks before investing. Certain of these risks may include but are not limited to: • Loss of all or a substantial portion ofthe investment due to leveraging, short-selling, or other speculative practices; • Lack of liquidity in that there may be no secondary market for a fund; • Volatility of returns; • Restrictions on transferring interests in a fund; • Potential lack of diversification and resulting higher risk due to concentration of trading authority when a single advisor is utilized; Absence of information regarding valuations and pricing; • Complex tax structures and delays in tax reporting; • Less regulation and higher fees than mutual funds; and • Risks associated with the operations, personnel, and processes of the manager Purchasers of Interests will be limited partners in the Access Fund and will not be limited partners of the Underlying Fund, will have no direct interestin the Underlying Fund, will have no voting rights in the Underlying Fund and will have no standing or recourse against the Underlying Fund or the General Partner or Manager of the Underlying Fund or their respective officers, directors, members, partners, shareholders or employees, agents or affiliates (or any officer, director, member, partner, shareholder, employee or agent of any such affiliate). The offering of interests is not, and should not be considered, an offering of limited partner interests in the Underlying Fund. Moreover, none of the Access Fund, the General Partner of EFTA01444249 the Access Fund or any of their respective affiliates has the right to participate in the control, management or operations of the Underlying Fund or has any discretion over the management of the Underlying Fund. Both the Access Fund and the Underlying Fund impose administrative or management fees, custodial accounting and other service fees, performance allocations and other expenses that will reduce returns. Returns to limited partnersin the Access Fund will be lower than those from a direct investment in the Underlying Fund. iCapital Advisors, LLC, a subsidiary of Institutional Capital Network, Inc. (d/b/a iCapital Network), is an investment adviser registered with the U.S. Securities and Exchange Commission ("SEC"). The registrations and memberships above in no way imply that the SEC has endorsed the entities, products or services discussed herein. Additional Information is available upon request. STRICTLY CONFIDENTIAL FOR INVESTMENT PROFESSIONAL AND QUALIFIED INVESTOR USE ONLY 3 EFTA01444250 GLDUS128 Patrick Gerschel Additional Disclosures Regarding Certain Risk Factors The risks associated with investing in a private equity fund generally include: • Limited Regulatory Oversight - Since private equity funds are typically private investments, they do not face the same oversight and scrutiny from financial regulatory entities such as the Securities and Exchange Commission ("SEC") and are not subject to the same regulatory requirements as regulated investment companies, (i.e., open-end or closed-end mutual funds) including requirements for such entities to provide certain periodic pricing and valuation information to investors. Private equity offering documents are not reviewed or approved by the SEC or any US state securities administrator or any other regulatory body. Also, managers may not be required by law or regulation to supply investors with their portfolio holdings, pricing, or valuation information. • Portfolio Concentration; Volatility - Many private equity funds may have a more concentrated or less diversified portfolio than an average mutual fund. While a more concentrated portfolio can have good results when a manager is correct, it can also cause a portfolio to have higher volatility. • Strategy Risk - Many private equity funds employ a single investment strategy. Thus, a private equity fund may be subject to strategy risk, associated with the failure or deterioration ofan entire strategy. • Use of Leverage and Other Speculative Investment Practices - Since many private equity fund managers use leverage and speculative investment strategies such as options, investors should be aware of the potential risks. When used prudently and for the purpose of risk reduction, these instruments can add value to a portfolio. However, when leverage is used excessively and the market goes down, a portfolio can suffer tremendously. When options are used to speculate (i.e., buy calls, short puts), a portfolio's returns can suffer and the risk of the portfolio can increase. • Valuations — Further there have been a number ofhigh profile instances where private equity fund managers have mispriced portfolios, either as an act of fraud or negligence. • Performance - Past performance is not necessarily indicative and is not a guarantee of a private equity fund's future results or performance. Some private equity funds may have little or no operating history or performance and may use hypothetical or pro forma performance that may not reflect actual trading done by the manager or advisor and should be reviewed carefully. Investors should not place undue reliance on hypothetical or pro forma performance. • Limited Liquidity - Investors in private equity funds have limited rights to transfer their investments. In addition, since private equity funds are not listed on any exchange, it is not expected that there will be a secondary market for them. Repurchases may be available, but only on a limited basis. A private equity fund's manager may deny a request to transfer if it determines that the transfer may result in adverse legal or tax consequences for the private equity fund. • Tax Risks — Investors in certain jurisdictions and in private equity funds generally may be subject to pass-through tax treatment on their investment. EFTA01444251 This may result in an investor incurring tax liabilities during a year in which the investor does not receive a distribution of any cash from the fund. In addition, an investor may not receive any or only limited tax information from private equity funds and may not receive tax information from underlying managers in a sufficiently timely manner to enable an investor to file its return without requesting an extension of time to file. In certain jurisdictions a lack oftax information may result in an investor being taxed on a deemed basis at an adverse rate of tax. • Fees and Expenses - Most private equity funds charge both an asset-based management fee and a performance-based incentive fee or allocation. As a result, the fees and expenses associated with private equity investing may exceed those ofa long-onlymutual fund. • Reliance on Fund Manager; Lack of Transparency - A private equity fund's manager or general partner has total investment authority over the private fund. There is often a lack of transparency as to a private equity fund's underlying investments. Because of this lack of transparency, an investor may be unable to monitor the specific investments made by the private equity fund or to know whether the investments are consistent with the private equity fund's historic investment philosophy or risk levels. Due to the risks mentioned above, it is important to perform proper due diligence in evaluating and choosing private equity fund managers to place your money with. There have been occasions when private equity fund managers took on too much risk in their portfolio and lost a substantial amount of their investors' money. STRICTLY CONFIDENTIAL FOR INVESTMENT PROFESSIONAL AND QUALIFIED INVESTOR USE ONLY 4 EFTA01444252 GLDUS128 Patrick Gerschel Summary of Key Terms This is a summary of terms only. This summary of the Access Fund's terms is qualified in its entirety by the Private Placement Memorandum of the Access Fund, as may be amended and restated or supplemented from time to time, and the Amended and Restated Limited Partnership Agreement of the Access Fund. Underlying Fund Fund Name General Partner Investment Manager Structure Strategy Minimum Commitment Target Size Fund Term Capital Calls Investment Period Administrator Legal Counsel Reporting Placement Fee Management Fee3 Investment Period Two Years after the end of the Investment Period Thereafter through the end of the Fund terms Carried interest Subsequent Closing Fee (if not first close) Glendower Capital Secondary Opportunities Fund IV, LP Glendower Capital SOF IV (GP) Limited Glendower Capital, LLP English Private Fund Limited Partnership Invest in private equity assets on the secondary market globally $5 million $1.75 billion 7 years from the date of the Underlying Fund's Final Admission Date plus up to 5 1 one-year extensions (the first 3 one-year extensions are at the discretion of Glendower and the final 2 one-year extensions require the consent of the SOF IV advisory committee) For the purposes of making investments and/or paying expenses; generally upon 12 business days' prior written notice Four years from the Underlying Fund's Final Admission Date 1 An AIFMD-compliant depositary will be appointed by the Fund prior to the Underlying Fund's first closing. This first closing will not occur prior to EFTA01444253 the date on which such AIFMD-compliant depositary has been formally appointed as the Underlying Fund's depositary and fund administrator Debevoise & Plimpton LLP Audited annual accounts as well as unaudited quarterly financial statements (2nd and 3rd quarters only) and unaudited quarterly capital account statements N/A Net of 15 basis point discount against Underlying Fund fees reserved for Access fund only 1.10% of Committed Capital 5 0.85% of Invested Capital The greater of 90% of previous year and 0.25% of Invested Capital 5 4 Access Fund* Glendower Access Secondary Opportunities IV (U.S.), LP Glendower Access Secondary Opportunities IV GP, LLC iCapital Advisors, LLC Delaware Limited Partnership The Access Fund will invest substantially all of its investable assets into the Underlying Fund $250,000 N/A The Access Fund will continue in existence through the one-year anniversary of the dissolution of the Underlying Fund (and accordingly, shall extend automatically upon the extension of the Underlying Fund's term), with two additional one- year optional extension periods at the discretion of its General Partner Generally upon 7 business days' notice N/A Third Party Administrator Cleary Gottlieb Steen & Hamilton LLP Quarterly reports, capital account statements and year-end audited financial statements Up to 2.00% payable to DBSI or an affiliate thereof Access Fund Commitment <$3 million $3 - <$5 million $5 million+6 12.50% after an 8.00% preferred return with a 100% GP catch-up and full clawback Higher of (a) Three-month USD LIBOR plus 2.00% and (b) 8.00% During Investment Period4 1.00% EFTA01444254 0.75% 0.25% 2 2 Years Following Investment Period5 0.75% 0.60% 0.25% No additional carried interest will be charged by the Access Fund Same as the Underlying Fund, including contributions made by Feeder investors for fees and expenses of the Feeder * Note: Access Fund fees & expenses are in addition to all fees and expenses charged at the Underlying Fund. STRICTLY CONFIDENTIAL FOR INVESTMENT PROFESSIONAL AND QUALIFIED INVESTOR USE ONLY 5 Thereafter > of 90% of previous year or 0.25%5 EFTA01444255 GLDUS128 Patrick Gerschel Summary of Key Terms Note: Investors in the Access Fund will be subject to fees, expenses and performance compensation of the Underlying Fund in addition to the Access Fund Fee and Access expenses and will experience lower returns than investors committing directly to the Underlying Fund as a result of the fees and expenses associated with an investment in the Access Fund. DBSI will receive an additional fee, directly or indirectly from the Underlying Fund (or its affiliates thereof). 1) Final Admission Date shall mean the last day of the eighteenth calendar month following the month in which the Initial Closing occurs, or such later date as determined by the General Partner and consented to by the Advisory Committee. 2) DBSI in its sole discretion reserves the right to waive all or any portion ofthe Placement Fee payable by any particular Limited Partner. 3) The Access Fund Management Fee will be split between iCapital Advisors and DBSI, with a substantial portion rebated to DBSI. Please see the Private Placement Memorandum ofthe Access Fund for further information. 4) Calculation basis = Limited Partner's capital commitment. 5) Calculation basis = Invested Capital as fully defined in the Underlying Fund LPA (generally, Invested Capital at the Underlying Fund is the amount ofcapital invested in investments and the remaining unfunded obligations reasonably reserved for such investments.) 6) Investors making a subscription equal to or greater than $5 million have the option of investing directly into the Underlying Fund at the Underlying Fund's discretion. Any direct investors will not receive the 15 bps discount against management fees from the Underlying Fund. Investors who invest directly into the Underlying Fund will not be subject to Access Fund expenses. Note: DBSI also acts as placement agent for the Underlying Fund and will receive related marketing fees. Please see the Private Placement Memorandum of the Access Fund for further information. Neither Glendower Capital, LLP nor iCapital Advisors, LLC are affiliated with DBSI. STRICTLY CONFIDENTIAL FOR INVESTMENT PROFESSIONAL AND QUALIFIED INVESTOR USE ONLY 6 EFTA01444256 GLDUS128 Patrick Gerschel Glendower Capital Secondary Opportunities Fund IV, LP 2nd QUARTER 2018 ACCREDITED INVESTORS AND QUALIFIED PURCHASERS ONLY STRICTLY CONFIDENTIAL EFTA01444257 GLDUS128 Patrick Gerschel Disclaimer This confidential presentation (this "Presentation") is being communicated to a limited number of sophisticated persons (each, a "Recipient") by Glendower Capital, LLP ("Glendower"), which is authorized and regulated by the United Kingdom Financial Conduct Authority, for the purpose of providing certain summary information about certain existing and future funds and accounts that are managed or advised by Glendower, including in connection with your evaluation of a potential investment in the fund to be known as Glendower Capital Secondary Opportunities Fund IV, LP ("SOF IV" or the "Fund"). The information included in this Presentation is being made available to Recipients on a strictly confidential basis and may not be disclosed or discussed with any person other than any Recipient's affiliates or professional advisers who are bound by obligations of confidentiality on a need to know basis. Any past performance information herein is not necessarily indicative of future results and actual performance may differ materially from any projected or forecasted performance. This Presentation is not intended to form the basis of any investment decision and Recipients must not rely on this Presentation as part of any assessment of whether to subscribe for interests in the Fund. This Presentation may not be used for and does not constitute an offer to sell, or a solicitation of any offer to subscribe for or purchase any interests or to engage in any other transaction. The information in this Presentation is intended to facilitate discussion and is not necessarily meaningful or complete without such supplemental discussion. Each Recipient should consult its own attorney, business adviser and tax adviser as to legal, business, tax, accounting and related matters concerning the information contained herein and any future offering of SOF IV. Neither Glendower nor any of their respective affiliates makes any representation or warranty to any Recipient regarding the legality of an investment in the Fund, the income or tax consequences, or the suitability of an investment for such Recipient. This Presentation is not intended for distribution, and shall not be distributed, in any jurisdiction where such distribution would violate applicable securities laws. This Presentation can only be offered to Accredited Investors & Qualified Purchasers. This material is personal to each offeree and may only be used by those persons to whom it has been handed out. It is being provided to you upon your request for information concerning the Fund. Strictly not for redistribution. Please refer to the "Important Information," "Key Definitions," "Important Information on the Track Record," "Important Information for Recipients in Certain Jurisdictions" and "Notes to Investment Performance" sections at the end of this Presentation for further important information, including a list of defined terms and in respect of the performance information presented herein. All references in this Presentation to "$" or "US$" are to US dollars. Statements herein are made as of March 31, 2018, unless stated otherwise. STRICTLY CONFIDENTIAL EFTA01444258 8 EFTA01444259 GLDUS128 Patrick Gerschel What is secondary private equity A primary private equity ("PE") investment is a direct investment into a PE fund at its inception — These funds typically contain few or no underlying assets at the time of investment — They usually have twelve to fifteen years of fund life remaining A secondary PE investment is an investment into existing PE-backed companies — Traditionally via the purchase of fund interests where the buyer acquires the selling investor's interests in a primary fund's remaining assets as well as taking on their commitments to meet capital calls in the future — This is typically 5+years into a primary PE fund's life but can be at any time — Given the absence of trading markets, secondary transactions are less efficient, can be complex and buyers require expertise and resources The secondary private equity market initially developed as a liquidity tool for primary PE investors. It has since expanded over the last two decades to include: — The sale and purchase of Limited Partner ("LP") interests in PE funds — The sale and purchase of direct PE investments and portfolios — Bespoke liquidity solutions for General Partners ("GPs") generally called GP-led restructurings including spin-outs, tail-end restructurings, asset liquidations, LP replacements and bespoke fund extensions STRICTLY CONFIDENTIAL 9 EFTA01444260 GLDUS128 Patrick Gerschel Benefits of secondary private equity investing Attractiveness of secondary opportunities) Pricing Flexibility Mitigate Blind Pool Risk Mitigate JCurve Complement Portfolio Construction Re-price existing funded assets — Capitalise on pricing inefficiencies — Knowledge of existing underlying companies — Mature assets typically yield more predictable cash flows — Shorter duration of investments — Earlier cash distributions — Accelerate deployment of capital — Provides back-seasoned diversified exposure across vintage, strategy, industry and geography Secondaries can result in earlier cash flows) In '000 1,000 1,200 1,400 200 400 600 800 (800) (600) (400) (200) 1 Hypothetical timing of secondary transaction Timeframe of secondary investment 2 3 4 5 6 7 8 9 10 11 EFTA01444261 Years Capital calls and management fees Distributions Cumulative cash flows (1) This information is for discussion purposes and reflects Glendower Capital's own analysis. The graph is an example for illustrative purposes only and the actual profile of any given investment may vary substantially. STRICTLY CONFIDENTIAL 10 EFTA01444262 GLDUS128 Patrick Gerschel Why invest in secondary private equity today? Secondaries market is strong at with US$58 billion of deal volume in 2017 — US$2.8 trillion of primary private equity NAV + unfunded — US$600 billion locked in funds 9+ years old Secondary market remains strong, increasingly driven by post crisis funds Pricing for funds stable but differentiated — Secondary pricing steady at 93% of NAV in 2017 — Price dispersion between high & low quality GPs / funds is increasing GP-led secondary transactions growing faster than market GP-led deals are evolving and growing — Bespoke liquidity solutions including spin-outs, tail-end restructuring, asset liquidations, LP replacements, bespoke fund extensions — These deals represent 24% of the market Distinctive investment strategies continue to seek attractive deals Steady supply of tail-end funds — Number of tail-end funds coming to market increasing, but overall US$ value decreasing due to smaller remaining NAV — Lack of NAV growth results in trading at moderate discounts The information set out in this slide is for illustrative purposes only and summarizes Glendower's analysis of certain information set out over the slides in Section 3 "Secondary Market Update" of this presentation. STRICTLY CONFIDENTIAL 11 EFTA01444263 GLDUS128 Patrick Gerschel Contents 1 Introduction 2 Glendower Investment Strategy 3 Secondary Market Update 4 SOF III and IV Update 5 Glendower Capital Secondary Opportunities Fund IV Key Terms 6 Appendix STRICTLY CONFIDENTIAL 12 EFTA01444264 GLDUS128 Patrick Gerschel Introduction1,2,3 Glendower Capital Secondary Opportunities Fund IV, LP ("SOF IV") Glendower Capital is an independent secondary private equity manager owned by its partners — Fully funded and operational since its team spun-off from Deutsche Asset Management on August 1st, 2017 — Glendower continues to advise and manage the legacy SOF Program with US$3 billion of third-party client assets Our mission is to deliver outstanding results for its investors — Strong buyout-like performance with an attractive risk profile, early cash flows and negligible loss ratio — Mature SOF Funds show 1.7x Net Multiple and over 20% Net IRR, overall program shows 1.5x Net Multiple and 23% Net IRR Glendower Capital is launching SOF IV to continue the successful value- investing strategy pursued since 2006 — Disciplined bottom-up underwriting of attractive assets managed by quality managers globally — Across a range of transactions: traditional fund secondaries, GP-led transactions and single asset deals — With focus on value creation through in-depth fundamental analysis as opposed to deal structuring and leverage The Fund is seeking US$1.75 billion in commitments with same key terms as prior fund — In the process of closing US$1.3 billion in a first close in May with ca. 50 investors — Second close before the summer at or above target and final closing in 4Q18 — Active pipeline with two deals for US$200 million closing in May / June and two near term opportunities for additional US$200 million (1) Performance as of September 30, 2017. Mature funds include SOF, SOF D and SOF II; overall SOF Program includes SOF, SOF D, SOF II and SOF III; (2) Performance figures have been calculated based on the unaudited performance results of SOF, SOF D, SOF II and SOF III as of September 30, 2017, and should be read and reviewed in conjunction with the "Important Information" and "Notes to the Investment Performance" sections of this presentation. The "Notes to Investment Performance" section in particular includes, among other things, a description of the terms used in the tables above and sets forth important guidelines and limitations as to the performance described above. Net performance data reflects amounts net of expenses, fees and carried interest. Investors should consult with their own advisers as to the appropriate factors to be considered in evaluating this information. Past performance is not a prediction of the future performance of SOF, SOF D, SOF II or SOF III but is included to demonstrate the track record of the Glendower SOF Team and there can be no assurance that SOF IV will achieve comparable results or that any target results will be achieved. (3) Glendower Capital Secondary Opportunities Fund IV, L.P. ("SOF IV" or the "Fund") is being formed by Glendower Capital, LLP ("Glendower"), which is authorized and regulated by the United Kingdom Financial Conduct Authority. The Fund is seeking US$1.75 billion in total commitments with the aim of generating attractive risk adjusted investment returns, principally EFTA01444265 in the form of capital appreciation, through the acquisition, holding and disposition of a diverse portfolio of investments including buyout, growth capital, venture capital, special situations, turnaround, mezzanine, distressed opportunities, real estate and infrastructure assets from the secondary market. The Fund will target globally, but primarily in the US and Europe (i) the acquisition of interests in established generalist and specialist private equity fund structures (including funds of funds, feeder funds and other similar structures) on the secondary market (each such fund or structure, a "Fund Secondary"), (ii) the acquisition of interests in portfolios of private equity assets on the secondary market in transactions with greater complexity including spin-in / spin-outs, tail-end restructuring, asset liquidations, and LP tenders (each such investment interest, a "GP-led Secondary"), and (iii) investments in an individual portfolio company alongside private equity fund sponsors (each such investment, a "Single Asset Deal"). STRICTLY CONFIDENTIAL 13 EFTA01444266 GLDUS128 Patrick Gerschel Glendower Capital Overview Established investment team active in the secondary market since 20031 Glendower Capital at a glance Independent partnership Established platform Seasoned team Extensive database & relationships Established operational processes — Team spun-off from Deutsche Bank in 2017 — Privately owned by its partners, fully funded — Senior team has worked together for 15 years — US$3 billion in total client assets2 — London and New York offices — 23-strong team expected to grow to 28+ by 2H18 — 16 investment professionals with an average of 12 years of relevant experience 2003 — Invested in over 350 fund interests over 90 deals — Screened thousands of funds over 10 years — Integrated, self-contained processes — Developed by the Team over 10 years Carlo Pirzio-Biroli and Charles Smith co-found the SOF business, a self-contained unit with its own investment and operational processes Adam Graev opens New York Office Team raises SOF II US$614m Glendower engaged by Deutsche Bank as advisor and delegated portfolio manager of SOF Funds for remaining life of funds 2005 2006 EFTA01444267 2007 2010 2011 2014 2017 Team's history Carlo Pirzio-Biroli, Charles Smith, Chi Cheung, Deirdre Davies & Francesco Rigamonti start working together to restructure US$6bn Deutsche Bank PE proprietary portfolio Team raises SOF US$565m Team raises SOF D US$147m3 Team raises SOF III US$1.65bn Entire 15-strong investment team & COO spins-off from Deutsche Bank in Aug 2017 to form Glendower (1) Period since 2003 includes time spent by members of the core senior management team at Deutsche Bank. (2) Actual committed to SOF Funds. (3) SOF D is a Euro denominated fund. US$ values have been converted at the September 30, 2017 EUR/US$ rate of 1.1822. STRICTLY CONFIDENTIAL 14 EFTA01444268 GLDUS128 Patrick Gerschel Glendower Capital Team Core members of senior team have worked together for 15 years Relevant years of experience Carlo Pirzio-Biroli 22 Managing Partner, CEO — London Deutsche Bank; CDB Web Tech; General Electric; The Boston Consulting Group MBA, Columbia Business School; MEng, Rome Univ. Charles Smith 28 Managing Partner, CIO — London Deutsche Bank; Bankers Trust; Coopers & Lybrand MA, Cambridge University; ACMA Adam Graev 23 Partner — New York Deutsche Bank; Pomona; Lehman Brothers; Chatterjee/Soros; Cowen BA, Colgate University Chi Cheung 20 Partner — London Deutsche Bank MA, Cambridge University Deirdre Davies 16 Joshua Glaser 22 Partner, COO — London Deutsche Bank; ABN Amro; KPMG BCom, KZN University, South Africa; CA (SA) Partner, Client Coverage — New York Deutsche Bank; Paul Capital; Forum Capital; CIBC Oppenheimer BS, Tufts University Rikesh Mohandoss 13 Principal, New York 5 years with the team Jonathan Roome 3 Associate, London 2 years with the team Louise Schoeman 10 EFTA01444269 Vice President, Finance, London Re-joined team in 2017 Devrup Banerjee 9 Vice President, London 5 years with the team Doug O'Connell 3 Associate, New York Joined in 2017 Katherine Weaver 15 Principal, Funds CFO, New York 9 years with the team Aldrich Chan 8 Vice President, New York 4 years with the team Rafael Enriquez - Hesles 3 Associate, New York Joined in 2018 [hiring — 1018] -Vice President, Fund Controller, New York Emilio Olmos 15 Managing Director — London ADIA; UBS; Deutsche Bank; Credit Suisse MSc, HEC Paris; MEng, Polytechnic Univ. of Madrid Philippe Ferneini 9 Vice President, London 3 years with the team Sheldon Lee 2 Analyst, London Joined in 2018 [hiring — 1018] -Vice President, Tax, New EFTA01444270 York Victoria Loidl 9 Vice President, London 5 years with the team [hiring — 1018] -Associate, London Maxine Turner 20 Executive Assistant London 2 years with the team Francesco Rigamonti 20 Senior Advisor — London Deutsche Bank; Gallo & Co. MBA, University of Chicago Booth; MA, Milan Univ. Elena Smirnova 7 Vice President, London 2 years with the team Helena Turley 12 Client Relations, London Re-joined team in 2017 Maria Gianoli-Franklin 10 Executive Assistant New York Joined in 2017 STRICTLY CONFIDENTIAL 15 EFTA01444271 GLDUS128 Patrick Gerschel Established track record SOF Funds as of September 30, 20171,2,3 Fund Vintage (development stage) Fund size Transactions, funds, companies # Gross multiple Gross IRR Net multiple (TVPI4) Net distributed (DPI4) Net IRR Peak net contributed capital SOF 2006 (harvesting) US$565m 21 / 154 / 1,774 2.1x 29% 1.8x 1.8x 22% 26% SOF D 2010 (harvesting) US$147m 1 / 28 / 193 3.Ox 37% 2.3x 2.1x 29% 51% SOF II 2011 (maturing) US$614m 29 / 75 / 737 1.7x 23% 1.5x 1.2x 20% 42% SOF III 2014 (early stage) US$1,654m EFTA01444272 35 / 149 / 2,837 1.4x 31% 1.3x 0.3x 30% 44% 1.6x 28% 1.5x 0.9x 23% US$2,980m Total (1) Performance figures have been calculated based on the unaudited performance results of SOF, SOF D, SOF II and SOF III as of September 30, 2017 and should be read and reviewed in conjunction with the "Important Information" and "Notes to Performance Information" sections of this presentation. Gross returns are gross of fees, expenses and carried interest. Net performance reflects amounts net of expenses, fees and carried interest. Investors should consult with their own advisers as to the appropriate factors to be considered in evaluating this information. Past performance is not a prediction of the future performance of SOF, SOF D, SOF II or SOF III but is included to demonstrate the track record of the Glendower SOF Team and there can be no assurance that SOF IV will achieve comparable results or that any target results will be achieved. See "Important Information on the Track Record" sections of this Presentation. (2) SOF D is a Euro denominated fund. US$ values have been converted at September 30, 2017 EUR/US$ rate of 1.1822. (3) Both SOF and SOF D are invested in the DaVinci Portfolio — a well diversified portfolio of 28 private equity funds purchased through an SPV, providing exposure to buyout, special situations, venture capital and real estate strategies in North America, Europe and Asia. The number of funds and companies is a best estimate and shows the aggregate of each deal at closing and may include some double counting. (4) TVPI = Total Value to Paid in Capital; DPI = Distributions to Paid in Capital; IRR = Internal Rate of Return. STRICTLY CONFIDENTIAL 16 EFTA01444273 GLDUS128 Patrick Gerschel Consistent top returns among peers SOF Funds vs Cambridge Associates' secondary funds performance1,2,3 Secondary funds: Net IRR4 to limited partners Lower Quartile 10% 15% 20% 25% 30% 35% 40% 45% 50% 0% 5% 04 05 06 07 08 09 10 11 12 13 14 Upper Quartile Median Secondary funds: Net multiple5 to limited partners 2.5x 2.Ox SOF D 29% SOF 22% SOF II 20% 1.Ox SOF III 30% 1.5x SOF TVPI = 1.84x DPI = 1.80x SOF D TVPI = 2.3x DPI = 2.1x SOF II TVPI = 1.5x DPI = 1.2x EFTA01444274 SOF III TVPI = 1.3x DPI = 0.3x 0.5x 0.Ox '04 '05 '06 Index DPI '07 '08 '09 '10 '11 '12 '13 '14 Index RVPI SOF funds DPI SOF funds RVPI (1) Source: Cambridge Associates Secondaries Benchmark statistics as of September 30, 2017 based on data compiled from 140 secondary funds with a minimum of 8 funds per year, including fully liquidated partnerships, formed between 2004 and 2014. Each SOF Fund is shown benchmarked against their respective vintage peer group. This information reflects a comparison of SOF, SOF D, SOF II and SOF III performance against one benchmark only; quartiles may differ when compared to other benchmarking sources. SOF, SOF D, SOF II and SOF III data is not included in the data set used to calculate the benchmark data. (2) Information presented in this chart is based on the unaudited results of SOF, SOF D, SOF II and SOF III as of September 30, 2017 and should be read and reviewed in conjunction with the "Important Information" and "Notes to Investment Performance Information" sections of this document. (3) Past performance is not a prediction of the future performance of SOF, SOF D, SOF II or SOF III but is included to demonstrate the track record of the Glendower SOF Team. (4) Internal rates of returns are net of fees, expenses and carried interest. Cambridge Associates research shows that most funds take at least six years to settle into their final quartile ranking, and previous to this settling they typically rank in 2-3 other quartiles; therefore fund or benchmark performance metrics from more recent vintage years may be less meaningful. Median is the middle fund IRR of the group of individual fund IRRs included in a vintage year (minimum 8 funds). Upper/ lower quartile are the thresholds for the upper (top 25%) and lower (bottom 25%) quartiles based on the individual fund IRRs included in a vintage year and are used in conjunction with the median to determine quartile placement (minimum 8 funds). (5) DPI = Distributions to Paid-In Capital; RVPI = Residual Value to Paid-In Capital; TVPI= Total Value to Paid-in Capital. TVPI, RVPI and DPI are pooled return aggregating all cash flows and ending NAVs in a sample to calculate a dollar-weighted return. STRICTLY CONFIDENTIAL EFTA01444275 17 Net IRR Net Multiples to Paid-in Capital EFTA01444276 GLDUS128 Patrick Gerschel Buyout-like returns with a secondary risk profilel SOF Funds outperform Cambridge Associates buyout top-quartile benchmark TVPI in line with top-quartile buyout funds_ _With a secondary cashflow profile TVPI2 2.5x SOF D 30% SOF 2.0x SOF II 1.5x SOF III 1.Ox 1.5x SOF II 1.Ox 10% 0.5x 0.5x SOF III 5% 0.0x 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 Vintage Year 0.0x 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 Vintage Year Buy out Top Quartile SOF Program (1) Source: Cambridge Associates Global Buyout Benchmark as of September 30, 2017. This information reflects a comparison of SOF, SOF D, SOF II & SOF III performance against one benchmark only. Past performance is not a prediction of the future performance of SOF, SOF D, SOF II or SOF III but is included to demonstrate the track record of the Glendower SOF Team. Information presented in this chart is based on the unaudited results of SOF, SOF D, SOF II and SOF III as of September 30, 2017 and should be read and reviewed in conjunction with the "Important Information" and "Notes to Investment Performance Information" sections of this presentation. (2) TVPI= Total Value to Paid-In Capital; DPI = Distributions to Paid-In Capital; Net IRR = Net Internal Rate of Return. TVPI and DPI are pooled return aggregating all cash flows and ending NAVs in a sample to calculate a dollar-weighted return. Net IRRs are net of fees, expenses and carried interest. Cambridge Associates research shows that most funds take at least six years to settle into their final quartile ranking, and previous to this settling they typically rank in 2-3 other quartiles; therefore fund or benchmark performance metrics from more recent vintage years may be less meaningful. Top quartile is the threshold for the upper (top 25%) quartile based on the individual fund IRRs included in a vintage year and are used in EFTA01444277 conjunction with the median to determine quartile placement (minimum 64 funds). STRICTLY CONFIDENTIAL 18 0% 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 Vintage Year 20% 15% 2.0x SOF 25% SOF SOF II SOF D SOF D SOF III DPI2 2.5x Delivering a compelling risk / reward profile Net IRR2 35% EFTA01444278 GLDUS128 Patrick Gerschel SOF Program compares favourably to public markets Performance data as of September 30, 20171,2,3 SOF Funds have delivered attractive performance compared to major public market indices 0% 5% 10% 15% 20% 25% 30% 35% 40% 29% 30% 22% 23% 21% 20% 18% 15% 15% 12% 9% 7% 3% 0% SOF (2006) SOF D (2010) Glendower Net IRR MSCI World "Important Information" and "Notes to Investment Performance" sections of this presentation. SOF II (2011) Russell 2000 SOF III (2014) Thomson Reuters (1) Performance figures have been calculated based on the unaudited performance results of SOF, SOF D, SOF II and SOF III as of September 30, 2017 and should be read and reviewed in conjunction with the "Important Information" and "Notes to Performance Information" sections of this presentation. Gross returns are gross of fees, expenses and carried interest. Net performance reflects amounts net of expenses, fees and carried interest. Investors should consult with their own advisers as to the appropriate factors to be considered in evaluating this information. Past performance is not a prediction of the future performance of SOF, SOF D, SOF II or SOF III but is included to demonstrate the track record of the Glendower SOF Team and there can be no assurance that SOF IV will achieve comparable results or that any target results will be achieved. See (2) MSCI World Index and Russell 2000 Index returns are based on total return. Thomson Reuters Private Equity Buyout Index returns are based on price. These benchmark indices do not represent an appropriate EFTA01444279 benchmark to compare the performance of the SOF Funds, but rather is disclosed solely to allow comparison to that of certain well-known and widely recognized indices. (3) Methodology: The Long Nickels method has been used to calculate the PMEs. Net cash flows for the SOF Funds are replicated in each index. For example, (i) when capital is drawn from an investor, an equivalent amount is invested in the index on the specific date; and (ii) when capital is distributed to an investor, capital is "withdrawn" from the index on the same date. A theoretical terminal value is generated based on the growth of the total index. Net IRR is calculated using the cashflows replicated in the index and the theoretical terminal value. Recallable distributions have been treated using the "all in method". STRICTLY CONFIDENTIAL 19 SOF Program 12% 12% 12% 12% 9% 15% Net IRR EFTA01444280 GLDUS128 Patrick Gerschel SOF Funds show consistent performancel Across different fund sizes, fund vintages and economic cycles Net Contributed Capital (as % of Fund Size) 20% 40% 60% 80% -60% -40% -20% 0% SOF SOF II SOF III 1 3 5 7 9 11 13 15 17 19 21 23 25 27 29 31 33 35 37 39 41 43 45 Quarters from inception 20% 40% 60% 80% 0% 1 3 5 7 9 11 13 15 17 19 21 23 25 27 29 31 33 35 37 39 41 43 45 Quarters from inception DPI (Distributed to Paid-In Capital) 0.Ox 0.2x 0.4x 0.6x 0.8x 1.Ox 1.2x 1.4x 1.6x 1.8x 2.Ox SOF SOF II SOF III TVPI (Total Value to Paid-In Capital) 0.Ox 0.5x 1.Ox 1.5x 2.Ox 2.5x 1 3 5 7 9 11 13 15 17 19 21 23 25 27 29 31 33 35 37 39 41 43 45 Quarters from inception SOF SOF II SOF III EFTA01444281 Net IRR 100% SOF SOF II SOF III 1 3 5 7 9 11 13 15 17 19 21 23 25 27 29 31 33 35 37 39 41 43 45 Quarters from inception (1) Performance figures have been calculated based on the unaudited performance results of SOF, SOF II and SOF III as of September 30, 2017 and should be read and reviewed in conjunction with the "Important Information" and "Notes to Performance Information" sections of this presentation. Past performance is not a predictor of future returns and there can be no assurance that SOF IV will achieve comparable results or that any target results will be achieved. There is no guarantee that future performance will be consistent with past performance of SOF, SOF II and SOF III. Performance information on SOF D has not been included on this slide because SOF D is a single transaction / top-up fund raised in 2010 to underwrite pari-passu the Da Vinci transaction with SOF. Glendower does not expect that similar transactions will be available to SOF IV. STRICTLY CONFIDENTIAL 20 EFTA01444282 GLDUS128 Patrick Gerschel Contents 1 Introduction 2 Glendower Investment Strategy 3 Secondary Market Update 4 5 Glendower Capital Secondary Opportunities Fund IV Key Terms 6 SOF III and IV Update Appendix STRICTLY CONFIDENTIAL 21 EFTA01444283 GLDUS128 Patrick Gerschel SOF Funds positioned as mid-sized value investor Below large levered beta players, above small local funds Secondary funds raised or in fundraising 1996-20181 Fund Size (US$000) L • Levered beta play • PE market index • Volume-driven —10 players M • Alpha play • Value investing • Selective sourcing —10 players SOF III SOF II S • Low barriers to entry • Smaller deals • Local sourcing • Very competitive SOF and SOF D >50 players SOF IV (1) Glendower Capital own market segmentation analysis. Data source: Preqin database and Glendower Capital own market intelligence as of November 2017. Includes target fund sizes for funds that are currently raising. STRICTLY CONFIDENTIAL 22 EFTA01444284 GLDUS128 Patrick Gerschel Glendower has a distinctive investment strategy Disciplined bottom-up underwriting of attractive assets managed by quality managers 1 Source less competitive deals globally Average deal size of US$40m: I Mature fund secondaries of US$5-100m I Mid-market GP-led deals of US$100-250m IISingle-asset deals of US$25-50m 2 Pursue a selective, true value approach I Transacted 1% of total pipeline by value I Mid-sized alpha value investor vs large levered beta play I Value creation through in-depth fundamental analysis vs deal structuring 4 Focus on efficient portfolio construction 3 H No leverage at transaction level and limited at portfolio level H Hedging to mitigate 50-60% of currency volatility I Portfolio diversified across ca. 35 deals to seek to mitigate 90%+ of non-market riskl (1) Source: Glendower's assessment based on portfolio management theory. There can be no assurance that efforts to mitigate risk will be successful. Further, Glendower may modify its portfolio construction criteria at any time and in any manner that it believes to be consistent with its overall investment objective in response to market conditions or other factors without notice to investors. Information provided as at September 30, 2017. There can be no assurance that the strategy will be successful in the future or that losses will be avoided. STRICTLY CONFIDENTIAL 23 Buy margin of safety Purchased 350+ mature fund interests at a discount over 10 years: EFTA01444285 Average 20% discount to FMV Average -80% funded at time of entry EFTA01444286 GLDUS128 Patrick Gerschel Disciplined barbell approach adjusted to market cycles Dialling up / down deal types relative to segment attractiveness Fund Secondaries Description Traditional purchase of fund interests: • Single LP position • Portfolios of LP positions • Fund of funds • LP tenders Marketl • Many participants • 10-15% IRR / 1.3-1.4x MOIC gross Glendower Capital Deal size Expected allocation Deals since 20072 Gross returns2 SOF (harvested)3 SOF II (maturing)3 SOF III (early stage)3 Buy aggressively during periods of high volatility and illiquidity US$5-100m 40-60% 52 transactions 42% IRR and 2.2x MOIC 20% IRR and 1.5x MOIC 48% IRR and 1.4x MOIC (1) Glendower Capital estimate of market returns based on own market intelligence. (2) As of September 30, 2017. Gross returns do not reflect the priority profit share, carried interest, taxes, transaction costs and other expenses. Performance figures have been calculated based on the unaudited performance results and should be read and reviewed in conjunction with the "Important Information" and "Notes to the Investment Performance" sections of this presentation. The "Notes to Investment Performance" section in particular includes, among other things, a description of the terms used in the tables above and sets forth important guidelines and limitations as to the performance described above. Past performance is not a prediction of the future performance. (3) For fund-level net returns, please refer to the overall transaction summaries for SOF, SOF II and SOF III on pages 43, 45 and 47. STRICTLY CONFIDENTIAL 24 US$100-250m Up to 40% 15 transactions 9% IRR and 1.4x MOIC 30% IRR and 1.9x MOIC 36% IRR and 1.5x MOIC EFTA01444287 GP-led Secondaries Be-spoke liquidity solutions: • Restructuring of existing funds • Spin-outs • Recapitalizations • Portfolios of assets Single Asset Deals Purchase of interests in single assets: • GP-led secondaries of one asset • Fundless sponsor deals • Secondary co-investments • Co-investments • Fewer participants with demonstrated underwriting capabilities • 15-20% IRR / 1.6-1.7x MOIC gross Buy selectively during periods of low volatility and high liquidity US$25-50m Up to 20% 15 transactions 18% IRR and 3.0x MOIC 21% IRR and 1.7x MOIC 2% IRR and 1.0x MOIC EFTA01444288 GLDUS128 Patrick Gerschel GP-led transactions can present an attractive risk-reward profile Glendower Capital has been active since 2007 in this space GP-Led transactions have significantly evolved over the last 5 years — Deals in the early days were often associated with (quasi) zombie GPs and were not always crafted in the best interest of existing LPs — Today, quality managers are proactively providing liquidity options to their LPs, often with an advisor retained to validate the process GP-led opportunities can present a number of advantages over a traditional acquisition of a LP interest — An accretive and complementary strategy to the mainstream secondary dealflow — Glendower has developed an extensive track recordl over 15 transactions with gross c.1.6x MOIC / 22% Gross IRR2 — In-depth due diligence on GPs and their teams — In-depth due diligence on concentrated portfolios, including onsite meetings with underlying companies' management teams — Bespoke design of a new fund and its terms to provide full re-alignment of interests between the GP and Glendower: — Budgeted fees, significant GP co-investment, and ratcheted carried interest structure — Incentivisation / protection of specific individuals within the GP that are key to generate value in the existing portfolio — Negative governance rights, including veto rights on add-on investments, recapitalizations, etc. — Limited to no use of leverage / deferred structures — underwriting returns based on attractive entry price and portfolio value creation (1) As of September 30, 2017. Performance figures have been calculated based on the unaudited performance results and should be read and reviewed in conjunction with the "Important Information" and "Notes to the Investment Performance" sections of this presentation. The "Notes to Investment Performance" section in particular includes, among other things, a description of the terms used in the tables above and sets forth important guidelines and limitations as to the performance described above. Past performance is not a prediction of the future performance. (2) Please refer to the overall transaction summaries for SOF, SOF D, SOF II and SOF III on pages 43, 45 and 47. STRICTLY CONFIDENTIAL 25 EFTA01444289 GLDUS128 Patrick Gerschel Rigorous sourcing and deal selection process Wide funnel and narrow filter Access to extensive industry network developed over 15 years • GPs, LPs, Advisory Board members • Close private banking relationships: DB Wealth Management, Raymond James, Alex Brown • Law firms, sourcing agents, banks Proactive top-down approach • Engage directly with potential seller universe: banks, insurance companies, pension funds • Off-the-shelf pricing for closely monitored library of >100 funds Investor of reference in GP-led and Single Asset Deals • Completed over 30 deals since 2007 • Substantial follow-on deal flow subsequent to first transaction —3,000 potential deals screened since 2007, for c.US$400bn Significant buy & sell side experience • 100 transactions, over 10 years for US$3bn • Invested in over 350 funds globally • Wind-down of US$6bn DB PE proprietary portfolio Filters Filters Filters Unique GP-restructuring and spin-off experience • As seller, as buyer, own spin-off Disciplined deal-by-deal underwriting of target unlevered returns to SOF LPs • Value investing, bottom-up approach Transacted 1% by value across c.100 transactions, (1) Source: Glendower Capital proprietary information as at 15 March 2018. Number of transactions includes follow-on investments and splits out transactions which have been consolidated in one deal for reporting purposes. STRICTLY CONFIDENTIAL 26 EFTA01444290 GLDUS128 Patrick Gerschel Fund Secondaries transactions Illustrative case studies Project / Fund Deal Size / Discountl Modigliani (SOF II) US$38m 34% Funds / assets / region 17 funds 225 assets Global Whitney (SOF II) US$64m 27% 1 fund 12 assets Europe Seller European family offices Description • Proprietary deals from family offices redeploying capital away from PE • Liquidity solution on complex illiquid feeder funds structured to address tax and legal requirements • Globally diversified portfolio of mature (84% funded) funds managed by CD&R, Apollo, Carlyle, KKR, Apax, MidOcean, MSREF, CDH US pension fund • Single LP position in fully funded European LBO fund managed by KKR • US seller redeploying capital away from Europe during 2012 crisis • Short fuse process with few pre-selected bidders • SOF Team knew fund well • Attractive structure with significant purchase price deferral Flute (SOF III) US$54m 26% 17 funds 500+ assets Global Sovereign Wealth Fund • Seller motivated to wind down portfolio by year end • Mature (93% funded) portfolio of highly diversified fund interests in 17 mid-market buyout funds spread across Europe, US and Asia • Top interests include funds managed by Affinity, Calera, CVC EFTA01444291 • Attractive deferral structure with bulk of liquidity events expected in the first two years of the transaction Amy (SOF III) US$36m 37% 13 funds 500+ assets Global Family office • Proprietary deal tracked for five years before completion • Seller seeking to actively manage its private equity portfolio • Globally diversified portfolio of mature funds generating strong cash flows and managed by Carlyle, Blackstone, Bridgepoint and CVC • Significant pre-closing distributions representing 25% of portfolio NAV (1) Discount at closing. STRICTLY CONFIDENTIAL 27 1 1 1 1 1 1 1 1 1 1 1 1 1 1 Informational advantage Relationshipdriven Solving for complexity Global sourcing Market arbitrage EFTA01444292 GLDUS128 Patrick Gerschel GP-led transactions and single asset deals Illustrative case studies Project / Fund Deal Size / Discountl Porter (SOF II & SOF III) US$220m 9% Funds / assets / region 2 funds 8 assets US Seller Multiple Description • Motivated GP seeking to recapitalize 2006 mid-market fund and provide liquidity to fatigued investor base • Eight US market leading companies in the construction sector with visible growth potential, low leverage • Significant downside protection through securities owned (senior, PIK preferred and structured notes) • GP known to SOF Team through prior fund investment Laurel (SOF II & SOF III) US$147m 24% 11 fund 33 assets Europe Southern European bank • Motivated, distressed sole LP seeking to divest its captive, non-core private equity business • 33 buyout, growth equity, real estate and energy assets in 11 funds in UK, France, Poland, Czech Rep., Bulgaria, Macedonia and Turkey • Highly structured deal allowed for full asset due diligence • Downsized captive team led by new CEO hired by SOF Team Ionesco (SOF II) US$28m NA 1 asset Europe LBO fund • Opportunity to underwrite attractive LBO of leading manufacturer of EFTA01444293 polymer substrate for bank notes • GP motivated to quickly syndicate investment after broken auction blocked by Central Banks • Company benefited from Bank of England contract for £5 and £10 notes Fitzgerald II (SOF III) US$37m 10% 1 asset US Global bank • Secondary purchase of co-investment position in First Data, a leading payment processing company • Motivated seller was a bank invested in original buyout who had to sell for regulatory capital reasons ahead of IPO • Asset well known to the SOF Team (1) Discount at closing. STRICTLY CONFIDENTIAL 28 1 1 1 1 1 1 1 1 1 1 ) 1 1 1 1 Informational advantage Relationshipdriven Solving for complexity Global sourcing Market arbitrage 1 EFTA01444294 GLDUS128 Patrick Gerschel Contents 1 Introduction 2 Glendower Investment Strategy 3 Secondary Market Update 4 5 Glendower Capital Secondary Opportunities Fund IV Key Terms 6 SOF III and IV Update Appendix STRICTLY CONFIDENTIAL 29 EFTA01444295 GLDUS128 Patrick Gerschel Secondary market volume remains at record levels Market is evolving with GP-led transactions now representing 25% of volume Secondary market volumes 2006 — 2018F US$bn 60 50 6x 40 30 25 21 20 13 10 10 0 2006 2007 2008 2009 2010 2011 2012 GP-led Secondary F = Forecast. There is no guarantee the estimate highlighted will materialize. Past market volume is not a prediction or guarantee of future market volume. STRICTLY CONFIDENTIAL 30 2013 2014 Fund Secondary Source: Glendower Capital analysis and own estimates based on Greenhill Secondary Market Trends & Outlook, January 2018; Greenhill GP Solutions Discussion Materials, May 2017; and Dow Jones Private Equity Analyst Guide to the Secondary Market, June 2017. 2015 2016 2017 2018F 9 16 26 28 42 40 37 2018 Forecast US$60+ billion 58 EFTA01444296 EFTA01444297 GLDUS128 Patrick Gerschel Secondary market driven by global PE market growth... _And Total US$bn increased propensity to trade PE assets have risen to US$2.8 trillionl 3,000 2,500 2,000 1,500 1,000 500 0 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 Unrealised portfolio value Dry powder (1) Source: 2018 Preqin Global Private Equity & Venture Capital Report. 2017 values as at June. (2) Source: Glendower Capital based on 2018 Preqin Global Private Equity & Venture Capital Report; Greenhill Secondary Market Trends & Outlook, January 2018; and Dow Jones Private Equity Analyst Guide to the Secondary Market, June 2017. STRICTLY CONFIDENTIAL 31 2x Annual secondary volumes now 1-2% of total PE2 0.2% 0.4% 0.6% 0.8% 1.0% 1.2% 1.4% 1.6% 1.8% 2.0% 2.2% 2x 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 As % of total PE assets EFTA01444298 GLDUS128 Patrick Gerschel Stable secondary pricing driven by rational participants In 2017 average pricing of 93% of NAV as of record dates Secondary market pricing of private equity fund interests remains stable — Overheated market in 2006 and 2007 — Premiums paid for over-levered companies marked to the top of the market Pricing % of NAV 100 110 30 40 50 60 70 80 90 2005 2006 2007 94 108 104 PREMIUM DISCOUNT 87 83 70 63 82 80 92 90 93 89 — Few transactions closed at this pricing — Mostly unfunded LP interests — Pricing back to normalized historical levels — Stable for 7 years at 80-90c/$ Annual volume US$bn 10 15 20 25 30 35 40 45 50 55 60 EFTA01444299 0 5 2008 2009 2010 Secondary market volume Bubble Crisis 2011 2012 2013 Secondary market pricing Normalized Source: Glendower Capital analysis and estimates based on Greenhill Secondary Market Trends & Outlook, January 2018; Cogent Partners Secondary Market Trends & Outlook, July 2014; Cogent Partners Secondary Market Update, March 2009; and Dow Jones Private Equity Analyst Guide to the Secondary Market, June 2017. STRICTLY CONFIDENTIAL 32 2014 2015 2016 2017 EFTA01444300 GLDUS128 Patrick Gerschel Secondary market shows a balanced capitalization Strong secondary capital supplyl... US$bn 100 120 140 20 40 60 80 0 Dry Powder Annual Deal Volume 125 ...but dry powder/deal volume remains balanced2 US$bn Glendower Capital estimates that 2.2x annual deal volume is available to deploy in Secondaries 58 100 200 300 400 500 600 700 0 Secondaries Buyout Dry Powder Deal volume Dry Pow der / Deal Volume 3.7x 2.2x (1) Source: Glendower Capital estimate based on Greenhill Secondary Pricing Trends & Analysis, January 2018. (2) Source: Glendower Capital estimate based on 2018 Preqin Global Private Equity & Venture Capital Report; Greenhill Secondary Pricing Trends & Analysis, January 2018 and Bain & Company Global Private Equity Report 2018. STRICTLY CONFIDENTIAL 33 EFTA01444301 GLDUS128 Patrick Gerschel Significant unrealized value still locked in tail-end funds Seller composition expected to remain diverse US$bn 250 Unrealized PE value: US$600bn in pre-crisis vintagesl US$600 billion 226 201 200 186 150 193 137 129 100 92 Financial 67 50 11 0 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Pre Crisis Bubble Crisis (1) Source: 2017 Preqin Global Private Equity & Venture Capital Report. (2) Source: Greenhill Secondary Market Trends & Outlook, January 2018. STRICTLY CONFIDENTIAL 34 Post Crisis Public Pensions / SWF 24% 48 20 Institutions 12% Asset Manager / FoF 18% 149 144 General Partners 24% Endowments & Foundations 16% Family Office / Other 6% Seller composition breakdown2 EFTA01444302 EFTA01444303 GLDUS128 Patrick Gerschel GP-led transactions are a growing source of supply Secondary bespoke liquidity solutions are now part of the GP toolkit GP-led transactions now represent 20-25% of the secondary market Illustrative transactions Brand-name managers GPs seeking liquidity for worse performing funds or fund term extension 10 11 12 13 14 15 Mid-market GPs Quality mid-market managers looking to provide a • liquidity option in year 10+ or • bespoke solution after a bump in the road Underperforming managers Zombies looking for solutions make unlikely targets ZOMBIE GPs 0 1 2 3 4 5 6 7 8 9 7.1 15% US$bn % of Secondary market deal volume 30% 14.0 EFTA01444304 25% 18% CAGR 8.2 9.0 20% 10% 2.4 1.9 0.6 0% 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 GP-led secondaries GP-led secondaries as % of total (1) Source: Glendower Capital analysis based on Greenhill Secondary Market Trends & Outlook, January 2018; and Dow Jones Private Equity Analyst Guide to the Secondary Market, June 2017. STRICTLY CONFIDENTIAL 35 2.7 2.7 1.6 1 1 1 9 5% Over 7,000 private equity funds EFTA01444305 GLDUS128 Patrick Gerschel Contents 1 Introduction 2 Glendower Investment Strategy 3 Secondary Market Update 4 SOF III and IV Update 5 Glendower Capital Secondary Opportunities Fund IV Key Terms 6 Appendix STRICTLY CONFIDENTIAL 36 EFTA01444306 GLDUS128 Patrick Gerschel SOF III Portfolio - Highlights Gross invested capital breakdown Overview Vintage Fund size Gross invested capital Performance as of September 30, 2017 Capital called Distributions, net Remaining NAV Total net return Asset geography 2014 11% US$1,654m 6% 1,931m 1,036m 316m 1,026m US$1,342m Investment strategy 1% 24% 0.30x 0.99x 58% 1.30x 30% Vintage year 12% 17% Europe 45% North America 44% RoW 3% Asia Pacific 8% 11% 26% 10% 24% Pre 2005 2005 - 2006 2007 - 2008 2009 - 2011 EFTA01444307 2012 - 2015 2016 - 2017 9% 9% 5% 6% 3% 5% Large Buyout Mid-Market Buyout Growth Equity Real Estate Other 21% 19% 11% 12% Other Natural Resources Communications & Media Technology Business Services Financial Services Real Estate Industrials Healthcare Consumer Sector composition As at September 30, 2017. Past performance is not a guarantee or indicator of future results , and there can be no assurance that the fund will achieve comparable results. This page should be reviewed in conjunction with the "Important Information" and "Notes to Investment Performance" sections of this Presentation. STRICTLY CONFIDENTIAL 37 EFTA01444308 GLDUS128 Patrick Gerschel SOF III Portfolio - Sponsor exposure 28 GPs listed below represent ca. 90% of SOF III current exposure Other Real Estate Buyout Growth Equity Exposure to SOF III is based on Fair Market Value as of September 30, 2017. STRICTLY CONFIDENTIAL 38 EFTA01444309 GLDUS128 Patrick Gerschel SOF IV - Near term pipeline As of March 31, 2018 Project Code Sunrise Klein Penguin II A B C Portfolio Funds D Portfolio E F GP-led Single asset deal APAC Global Early Stage Deal Type GP-led GP-led GP-led Single Fund Single Fund Funds Global Early Stage Region North America EMEA Global APAC Global Stage Exclusive Exclusive Exclusive Advanced Advanced Sourcing Deal Size Intermediated $524 million Proprietary Proprietary Proprietary Proprietary €60-100 million EFTA01444310 €150 million $6 million $50 million Intermediated $50 million Intermediated $200 million Early Stage Limited Process $1.4 billion North America Early Stage Proprietary $20 million SOF IV Investment $100 million €60-100 million €150 million $6 million $50 million $50 million $200 million $100+ million $20 million Description • Restructuring of 5 asset portfolio across well-known brands in the restaurant and fitness sectors with a middle-market GP that has a very strong track record • Restructuring of a portfolio of 4 remaining companies in the Consumer and Business Services sectors, managed by a UK-based middle-market GP • Opportunity to invest in a GP-led transaction with key value drivers in the educational and industrial sectors Insurance company selling a limited partnership interest in an Asian growth equity fund • Late-stage primary investment to a fund of diversified, senior secured, corporate credit portfolios accessed through CLO investments • Financial institution selling remaining private equity portfolio, including buyout, venture capital, growth equity and mezzanine funds • Opportunity to purchase a portfolio of 9 limited partnership interests in global buyout funds • Spin-off of private equity team from a financial institution together with a portfolio of 40 companies across Asia • Opportunity to purchase founder's shares in an existing portfolio company in Project Porter. The company is a leading wholesaler of home decor products For discussion purposes only. There is no guarantee that any pipeline investment will complete or form part of a future invested portfolio or that it will be available or, after further due diligence, prove suitable for SOF IV. STRICTLY CONFIDENTIAL 39 EFTA01444311 EFTA01444312 GLDUS128 Patrick Gerschel SOF IV — Project Sunrise Sole deal lead Fund Secondary Expected Closing Date: April 2018 Key investment data Invested Capital at close Discount to NAV at close Gross multiple at close % funded at close Use of leverage Description — Motivated quality GP seeking to continue growing 5 attractive midmarket investments while providing liquidity to LPs — Largest two assets are franchisees of a well-known dining brand that has outperformed the broader dining industry over past ten years — Third value driver is one of the largest Tex-Mex casual dining brands in the US with a valuable licensing business — The portfolio also includes a leading burger QSR and a franchisee in the largest fitness brand focused on low-cost and high-value 1 ca. $100m 7% 1.1x 100% No Strategy Region Industries Average age at purchase Investment rationale / Glendower Team angle Glendower Team angle — Ability to quickly deliver a bespoke solution leveraging Glendower's track record in complex transactions — Ability to perform extensive diligence, including onsite visits, full access to companies' management and industry specialists Investment rationale — GP with strong track record — Attractive entry valuation at blended 7.0x LTM EBITDA multiple — Conservative capital structure: 2.4x leverage across the portfolio — Strong free cash flow and downside protection via preferred securities GP-led Secondary Seller type: Transaction summary Number of companies Single Asset Deal Alternative funds 5 Mid-market buyout US EFTA01444313 Consumer 7 years For discussion purposes only. The investment presented above has not closed, and there is no guarantee that such investment will complete or form part of a future invested portfolio or that it will be available or, after further due diligence, prove suitable for SOF IV. This slide should be read and reviewed in conjunction with the "Important Information" and "Important Performance Information" and "Notes to Investment Performance" sections. STRICTLY CONFIDENTIAL 40 EFTA01444314 GLDUS128 Patrick Gerschel SOF IV — Project Klein Exclusive deal Fund Secondary Expected Closing Date: Key investment data Invested Capital at close Discount to NAV at close Gross multiple at close % funded at close Use of leverage Description — Motivated quality GP aiming to recapitalize and extend their 2007 midmarket pan-European fund while providing liquidity to LPs — Key value driver is largest independent UK premium distributor in its segment, well positioned to benefit from market tailwinds — Second largest asset is a network of medical and cosmetics UK clinics with a private and affluent customer base — The portfolio also includes an Italian digital marketing company and a management consulting company with blue chip customers — Glendower Capital retains discretion on use of follow-on capital June 2018 1 €60-100m (US$80-120m) >5% 1.1x 80% No GP-led Secondary Seller type: Transaction summary Number of companies Strategy Region Industries Average age at purchase Single Asset Deal Alternative funds 4 Mid-market buyout Europe / UK Business services / Healthcare services 9 years Investment rationale / Glendower Team angle Glendower Team angle — Ability to quickly deliver a bespoke solution leveraging Glendower's track record in complex transactions — Ability to perform extensive diligence, including onsite visits, full access to companies' management and industry specialists — Long 15-year relationship with the GP founder EFTA01444315 Investment rationale — Four well-invested companies positioned to capture growth opportunities arising from ongoing changes in industry landscape - Key value driver led by industry veteran with a solid track record - Value-add potential from recently implemented cost efficiency initiatives — Opportunity to invest in identified follow-ons at closing, and to contribute additional capital to exploit market dislocations For discussion purposes only. The investment presented above has not closed, and there is no guarantee that such investment will complete or form part of a future invested portfolio or that it will be available or, after further due diligence, prove suitable for SOF IV. This slide should be read and reviewed in conjunction with the "Important Information" and "Important Performance Information" and "Notes to Investment Performance" sections. STRICTLY CONFIDENTIAL 41 EFTA01444316 GLDUS128 Patrick Gerschel Contents 1 Introduction 2 Glendower Investment Strategy 3 Secondary Market Update 4 5 Glendower Capital Secondary Opportunities Fund IV Key Terms 6 SOF III and IV Update Appendix STRICTLY CONFIDENTIAL 42 EFTA01444317 GLDUS128 Patrick Gerschel SOF IV — Master Fund Key Terms Same key terms as SOF III with an increased team commitment The Fund Target Size Structure Investment Period Term Minimum Commitment Team Commitment General Partner Share Carried Interest Hurdle Rate Clawback Glendower Capital Secondary Opportunities Fund IV, LP English private fund limited partnership US$1.75 billion (US$2.5 billion hard cap) 4 years from final closing 7 years from final closing plus up to 5 one-year extensions (the first three one-year extensions being at the discretion of Glendower and the final two one-year extensions requiring the consent of the SOF IV advisory committee) US$5 million Min of 1% of aggregate commitments 1.25% p.a. of commitments during Investment Period 1.00% p.a. of Invested Capitall for a period of 2 years after the Investment Period, thereafter greater of 90% of previous year and 0.25% 12.5% on a whole fund basis 8% (with 100% catch-up) Yes Please read the confidential private placement memorandum of the Fund (the "Memorandum") for the full disclosure of risk factors, conflicts of interest, complete terms, and regulatory and tax considerations of the Fund. For further disclosure of fees, such as fees and expenses paid by the Fund, please refer to the Memorandum, the amended and restated limited partnership agreement and the deed of adherence of the Fund. All such documents are in the process of being prepared and will be made available to prospective investors upon request. 1) Invested Capital is the amount of capital invested in investments and the remaining unfunded obligations reasonably reserved by Glendower for such investments. STRICTLY CONFIDENTIAL 43 EFTA01444318 GLDUS128 Patrick Gerschel SOF IV - ILPA 2 scorecard SOF IV Key ILPA 2 Principles Alignment of interest 1 1 1 1 1 1 1 1 1 1 1 1 — Best practice all-contribution-plus-preferred-return-back-first model — LP favorable clawback provision — 100% transaction & monitoring fees offset General Partner share — Manager equity interest in the Fund (minimum of 1% of aggregate commitments) Governance — Key man and "for cause" removal provisions protective to LPs' interests — Supermajority vote of LPs required to reverse automatic suspension of investment period — No Fault Divorce with 66% vote of LPs — Clearly and narrowly outlined investment strategy with appropriate limitations on investment concentration — Advisory Board best practice set-up Transparency — Comprehensive financial reporting — GAAP and FAS 157 (Topic 820) compliant valuation policy — General Partner share and carried interest disclosure — Detailed due diligence provided LP = limited partner; ILPA = Institutional Limited Partner Association. The full guidelines can be found at http://ilpa.org/principles-version-2-0/. STRICTLY CONFIDENTIAL 44 EFTA01444319 GLDUS128 Patrick Gerschel Contents 1 Introduction 2 Glendower Investment Strategy 3 Secondary Market Update 4 5 Glendower Capital Secondary Opportunities Fund IV Key Terms 6 SOF III and IV Update Appendix STRICTLY CONFIDENTIAL 45 EFTA01444320 GLDUS128 Patrick Gerschel Team Bios CARLO PIRZIO-BIROLI Managing Partner Chief Executive Officer Deutsche Bank; CDB Web Tech; General Electric; The Boston Consulting Group MBA, Columbia Business School; MEng, Rome Univ. CHARLES SMITH Managing Partner Chief Investment Officer Deutsche Bank; Bankers Trust; Coopers & Lybrand MA, Cambridge University, ACMA ADAM GRAEV Partner North America Deutsche Bank; Pomona; Lehman Brothers; Chatterjee/Soros; Cowen BA, Colgate University CHI CHEUNG Partner Europe Deutsche Bank MA, Cambridge University Based in London, Carlo is a Managing Partner & Chief Executive Officer of Glendower Capital. Prior to Glendower, Carlo spent 15 years at Deutsche Bank where he co-founded and has led the SOF business since 2006. From 2003 to 2006 he participated in the restructuring and sale of Deutsche Bank's €6 billion private equity portfolio. From 2012 to 2016 Carlo served as the Global Head of DB Private Equity with US$13 billion AUM in primary fund of funds, secondary funds and coinvestments. Before Deutsche Bank, Carlo was the CEO of a publicly listed venture fund of funds; an executive at General Electric in the U.S.; a consultant at The Boston Consulting Group in New York and served as a junior officer in the Italian Navy. Carlo is a qualified civil structural engineer (PEng). Carlo holds an MBA from Columbia Business School and an MSc in Civil Engineering from the University of Rome, Italy. Based in London, Charles is a Managing EFTA01444321 Partner & Chief Investment Officer of Glendower Capital. Based in New York, Adam is a Partner of Glendower Capital. Prior to Glendower, Charles spent 25 years at Deutsche Bank where he co-founded and has led the SOF business since 2006. Prior to setting up the SOF business, from 2003 to 2006 Charles was the Head of UK Corporate Investments, responsible for the restructuring and sale of Deutsche Bank's €6 billion proprietary private equity portfolio. Before that, Charles was a Managing Director in the bank's M&A team based in London focused on originating and executing transactions in the Technology, Media and Telecoms sectors. Charles holds an MA in Natural Sciences and Management Studies from Cambridge University. He is a Chartered Management Accountant (ACMA). Prior to Glendower, Adam spent 10 years at Deutsche Bank where he was responsible for the secondary private equity business in the Americas and led the implementation and management of secondary transactions. Prior to joining Deutsche Bank, Adam led private equity secondary and co-investment deals at Pomona Capital. Before then, Adam led direct private equity investments in venture, growth equity and buyouts at Lehman Brothers Private Equity and the Chatterjee Group, an affiliate of Soros Fund Management. Adam began his career as a financial analyst in technology investment banking at Cowen & Co. Adam holds a BA from Colgate University. Based in London, Chi is a Partner of Glendower Capital. Prior to Glendower, Chi spent 19 years at Deutsche Bank where he was a founding member of the SOF business in 2006, and most recently, he was responsible for the secondary private equity business in Europe and led the implementation and management of secondary transactions. Chi joined Deutsche Bank in 2000 working as an Associate in Global Corporate Finance focusing on TMT and real estate advisory, and from 2003 to 2006, he participated in the restructuring and sale of Deutsche Bank's €6 billion private equity portfolio. Previously, Chi completed a two-year apprenticeship with Deutsche Bank. EFTA01444322 Chi holds an MA in Economics from Cambridge University. STRICTLY CONFIDENTIAL 46 EFTA01444323 GLDUS128 Patrick Gerschel Team Bios DEIRDRE DAVIES Partner Chief Operating Officer Deutsche Bank, ABN Amro, KPMG BCom, University of South Africa; CA (SA) JOSHUA GLASER Partner Client Coverage Deutsche Bank, Paul Capital, Forum Capital, CIBC Oppenheimer BS, Tufts University EMILIO OLMOS Managing Director Southern Europe, Middle East and Asia ADIA, UBS, Deutsche Bank, Credit Suisse, Lafarge MSc, HEC Paris; MEng, Polytechnic Univ. of Madrid FRANCESCO RIGAMONTI Senior Advisor Deutsche Bank, Gallo & Co. MBA, University of Chicago Booth; MA, Milan University Based in London, Deirdre is responsible for the operations of the Fund and the business. Prior to Glendower, Deirdre spent 15 years at Deutsche Bank where she was a founding member of the SOF business in 2006 and was responsible for the operations (across legal, compliance and fund finance) and investor relations for the secondary private equity business. Previously, she was at KPMG in South Africa. Deirdre holds a BCom from the University of KwaZulu-Natal, South Africa. She is a Chartered Accountant (CA, SA). Based in New York, Joshua is responsible for client coverage and fundraising. Prior to Glendower, Joshua spent four years at Deutsche Bank where he was responsible for fundraising for the secondary private equity business and managing fundraising processes for alternative investment products in the Americas. Before then, Joshua led fundraising and investor relations for Paul Capital's EFTA01444324 secondary private equity business and healthcare royalty program, serving as Head of Investor Relations. Prior to Paul Capital, Joshua was a Director with Forum Capital, a boutique private equity placement group. Joshua began his career as a financial analyst in investment banking at CIBC Oppenheimer, and its predecessor, Oppenheimer & Co, Inc. Joshua holds a BS from Tufts University. Based in London, Emilio is responsible for the origination, valuation, execution and monitoring of secondary investments in Southern Europe, the Middle East and Asia. Prior to Glendower, Emilio was a Portfolio Manager at ADIA based in Abu Dhabi, where he spent over five years focusing on secondary transactions. Previously, he was a Director at UBS in the Secondary Advisory team. Prior to that, Emilio was a Vice President at Deutsche Bank in the SOF Team, which he joined as an Associate in 2007 shortly after its inception. Before that Emilio worked at Credit Suisse, in its investment banking division, and started his career as a Strategy Analyst at Lafarge UK. Emilio holds an MSc from HEC Paris and an MEng from the Polytechnic University of Madrid, Spain. Based in Milan, Francesco works with Glendower Capital on specific secondary and co-investment opportunities. Francesco spent 17 years at Deutsche Bank where he was a founding member of the SOF business in 2006, and most recently, he was responsible for co-investments. Francesco joined Deutsche Bank in 2000 with responsibility for corporate development in Italy and participated in the restructuring and sale of Deutsche Bank's € 6billion private equity portfolio. Previously he worked at Gallo & Co., an Italian merchant bank, where he focused on restructurings. Francesco holds an MBA from the University of Chicago Booth School of Business and an MA from the University of Milan, Italy. STRICTLY CONFIDENTIAL 47 EFTA01444325 GLDUS128 Patrick Gerschel Team Bios RIKESH MOHANDOSS Principal Deutsche Bank, Bank of America, Freddie Mac BBA, George Washington University; MBA Columbia Business School DEVRUP BANERJEE Vice President Deutsche Bank, Goldman Sachs MA Economics and Management, Oxford ALDRICH CHAN Vice President Deutsche Bank, UBS BS Finance, New York University's Stern School of Business. PHILIPPE FERNEINI Vice President Deutsche Bank, Credit Suisse, Booz & Company Diplome d'Ingenieur, Telecom ParisTech; MBA Chicago Booth School of Business. Based in New York, Rikesh is responsible for the origination, valuation, execution and monitoring of secondary investments. Based in London, Devrup is responsible for the origination, valuation, execution and monitoring of secondary investments. Prior to Glendower, Rikesh spent 8 years at Deutsche Bank and most recently spent the past 5 years originating, valuing, executing and monitoring secondary investments in North America for the SOF business. Rikesh joined Deutsche Bank in 2009 working as an Associate in Global Corporate Finance focusing on TMT advisory. From 2004 to 2007, Rikesh was an Assistant Vice President in Credit Risk Management at Bank of America and started his career in 2003 as an analyst at Federal Home Loan Mortgage Corporation (Freddie Mac) in 2003. Rikesh holds a BBA from The George Washington University and a MBA from Columbia Business School. EFTA01444326 Prior to Glendower, Devrup spent 5 years at Deutsche Asset Management valuing, executing and monitoring secondary investments for the SOF business. From 2008 to 2012, Devrup worked at Goldman Sachs as part of the Natural Resources team within the Investment Banking Division, advising clients globally on mergers & acquisitions and capital market transactions. Devrup graduated from the University of Oxford with an MA in Economics and Management in 2008. Based in New York, Aldrich is responsible for the origination, valuation, execution and monitoring of secondary investments. Prior to joining Glendower Capital, Aldrich spent 4 years at Deutsche Asset Management valuing, executing and monitoring secondary investments for the SOF business. He began his career at UBS Investment Bank's Global Mergers & Acquisitions Investment Banking group. Aldrich received his BS in Finance, summa cum laude, from New York University's Stern School of Business. He is currently an MBA candidate at the University of Pennsylvania's Wharton School of Business. Based in London, Philippe is responsible for the origination, valuation, execution and monitoring of secondary investments. Prior to joining Glendower Capital, Philippe spent 4 years at Deutsche Asset Management valuing, executing and monitoring secondary investments for the SOF business. He worked for 3 years at Credit Suisse as an investment banking Associate in the Global Industrials Group and for 2 years at Booz & Company as a Senior Consultant in the Financial Services Practice. Philippe holds an MBA from the University of Chicago Booth School of Business and a Master of Engineering (Diplome d'Ingenieur) from Telecom ParisTech. STRICTLY CONFIDENTIAL 48 EFTA01444327 GLDUS128 Patrick Gerschel Team Bios VICTORIA LOIDL Vice President Deutsche Bank, HSBC BSc Economics, LSE ELENA SMIRNOVA Vice President Deutsche Bank, HSBC MSc Global Banking and Finance, European Business School, London JONATHAN ROOME Associate Deutsche Bank BSc Economics, LSE DOUGLAS O'CONNELL Associate Carlyle Metropolitan RE, Deutsche Bank BS Finance, Carnegie Mellon's Tepper School of Business Based in London, Victoria is responsible for the origination, valuation, execution and monitoring of secondary investments. Prior to joining Glendower Capital, Victoria spent 5 years at Deutsche Asset Management valuing, executing and monitoring secondary investments for the SOF business. From 2009 to 2012, Victoria worked as Analyst at HSBC where she worked within the Investment Banking Division, advising clients globally on mergers & acquisitions and capital market transactions. Victoria graduated from the London School of Economics with a BA in Management in 2009. Based in London, Elena is responsible for the origination, valuation, execution and monitoring of secondary investments. Prior to joining Glendower Capital, Elena spent 2 years at Deutsche Asset Management valuing, executing and monitoring secondary investments for the SOF business. From 2012 to 2015 Elena worked in HSBC's Financial Institutions Advisory unit, where she focused on origination and execution of strategic events. Elena first joined HSBC in 2010 in their Global Banking and Markets business. Elena graduated from the Russian Presidential Academy of National Economy and Public EFTA01444328 Administration with a first class degree in Business Administration and Management in 2008 and holds an MSc in Global Banking and Finance from the European Business School in London. Based in London, Jonathan supports the transaction team across all secondary investment related functions, including evaluation and monitoring of investments. Based in New York, Doug supports the transaction team across all secondary investment related functions, including evaluation and monitoring of investments. Prior to joining Glendower Capital, Jonathan spent 2 years at Deutsche Asset Management supporting the transaction team in valuing, executing and monitoring secondary investments for the SOF business. Jonathan graduated from the London School of Economics and Political Sciences with a BSc in Economics in 2015, having achieved first class honors. Prior to joining Glendower Capital, Doug worked at Metropolitan Real Estate, part of The Carlyle Group, and spent two years at Deutsche Asset Management supporting the hedge fund secondary transaction team in valuing, executing and monitoring secondary deals. Doug graduated in 2015 from Carnegie Mellon's Tepper School of Business with a Bachelor of Science in Finance, having achieved University Honors. STRICTLY CONFIDENTIAL 49 EFTA01444329 GLDUS128 Patrick Gerschel Team Bios RAFAEL ENRIQUEZ - HESLES Associate Stifel BSc Civil Engineering & Management, Bucknell University SHELDON LEE Analyst Citibank MSc Industrial Management, KTH BSc Industrial Engineering, Ecole Nationale Superieure des Mines de Nancy KATHERINE WEAVER Principal, Funds CFO Deutsche Bank, Brookfield Properties, Deloitte & Touche BBA and MAcc, University of Wisconsin - Madison LOUISE SCHOEMAN Vice President, Finance London Air Ambulance, Deutsche Bank, Grant Thornton Bcom (Mons) Accounting Services, University of Pretoria. Based in New York, Rafael supports the transaction team across all secondary investment related functions, including evaluation and monitoring of investments. Based in London, Sheldon supports the transaction team across all secondary investment related functions, including evaluation and monitoring of investments. Prior to joining Glendower Capital, Rafael spent 3 years at Stifel in the Diversified Industrials Investment Banking Group working on mergers & acquisitions and capital market transactions globally. Rafael graduated from Bucknell University with a Bachelor of Science in Civil Engineering and a Bachelor of Management in 2015. Prior to Glendower, Sheldon spent over a year and a half at Citi in London, in the Corporate and Investment Banking team, focusing on Private Equity-owned companies. Sheldon holds an MSc. in Industrial Management from KTH Royal Institute of EFTA01444330 Technology, Sweden, and a BSc in Industrial Engineering from Ecole Nationale Superieure des Mines de Nancy, France. Based in New York, Katie is the Chief Financial Officer for Fund Finance. Prior to Glendower, Katie spent 10 years at Deutsche Asset Management in the SOF fund finance team, first as financial controller and then as the Chief Financial Officer. Prior to Deutsche Bank, Katie was a controller at Brookfield Office Properties and a financial accountant at Trizec Properties. She began her career as an associate in Audit and Assurance at Deloitte & Touche. Katie holds a BBA and MAcc in Accounting from the University of Wisconsin — Madison. Based in London, Louise is responsible for the finance operations of the management company as well as its compliance and risk management functions. Prior to Glendower Capital, Louise was Finance Director for London's Air Ambulance, a registered charity. Louise worked with the SOF Team in 2011-13 as a business manager, having started her career as an accountant at Grant Thornton in Pretoria before moving to London in 2007. Louise graduated from the University of Pretoria with a BCom (lions) in Accounting Sciences in 2003, and qualified as a Chartered Accountant in 2007. STRICTLY CONFIDENTIAL 50 EFTA01444331 GLDUS128 Patrick Gerschel SOF III - Investor base SOF III key info First and final closing Fund size including Deutsche Bank and team commitment of Number of investors 20-Oct-2014 US$1.65 billion US$33 million 921 SWF 21% Investor region Size of individual commitments 21% 100% 18% North America 44% Europe 20% Middle East 19% Asia Pacific 17% 20% 40% 60% 80% 0% <$25m STRICTLY CONFIDENTIAL $25-50m $50-100M $100-150m (1) The number of investors includes all investors in SOF III with commitments over US$2m. The total number of investors, including those investing through private wealth feeder funds, is 470. 51 >$150m 8% 16% 37% Family Office/HNWI 30% Foundation EFTA01444332 2% Insurance 13% Investor type GP 2% Pension 32% EFTA01444333 GLDUS128 Patrick Gerschel SOF III Overall transaction summary as of September 30, 2017 Project name Sourcing 1- Porter 2- Fitzgerald II 3- Malcolm 4- Costa 5- Diamond 6- Mozart 7- Leibovitz 8- Pascoli 9- Clegane 10- Steinbeck II 11- Minnow 12- Neon 13- Gonzaga 14- Drive 15- Flute 16- Iskar 17- Bosch 18- Staccato 19- Rose 20- Janos 21- Aurum 22- Laurel 23- Tower I & II 24- Falco 25- Peak 26- Amy 27- Chaucer 28- Westeros 29- Eddard 30- Sutherland 31- Christophe 32- Newton 33- Mitchell 34- Gini 35- Artemis SOF III Closed Seller type Limited Process Multiple Proprietary Limited Process Limited Process Limited Process Proprietary Proprietary Proprietary Proprietary Limited Process EFTA01444334 Proprietary Limited Process Limited Process Proprietary Proprietary Proprietary Proprietary Limited Process Financial Institution Pension Pension Alternative Funds Multiple Multiple Corporate Corporate Limited Process Multiple Syndication Pension Financial Institution Corporate Financial Institution Limited Process SWF Proprietary Multiple Family Office Multiple Family Office Family Office Alternative Funds Financial Institution Limited Process Multiple Proprietary Limited Process Multiple Proprietary Proprietary Limited Process Multiple Limited Process Limited Process Proprietary Limited Process Proprietary Proprietary Alternative Funds Family Office N/A Alternative Funds Alternative Funds N/A Alternative Funds Public to Private EFTA01444335 Limited Process SWF Deal type GP-led Secondary Single Asset Deal Fund Secondary Fund Secondary Fund Secondary GP-led Secondary GP-led Secondary Single Asset Deal Single Asset Deal Fund Secondary Fund Secondary Fund Secondary Single Asset Deal Fund Secondary Fund Secondary GP-led Secondary Fund Secondary GP-led Secondary Single Asset Deal Single Asset Deal Single Asset Deal GP-led Secondary Fund Secondary Fund Secondary GP-led Secondary Fund Secondary Fund Secondary GP-led Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary Single Asset Deal Family Office / HNWI Single Asset Deal Fund Secondary Total Funds 2 1 1 1 11 1 1 1 1 2 1 2 EFTA01444336 1 1 17 1 14 2 1 1 1 11 1 4 1 13 1 2 6 1 1 41 1 1 1 149 Companies 8 1 15 6 60 2 4 1 1 24 40 10 1 2 1,294 1 169 3 1 1 1 33 4 19 4 95 EFTA01444337 5 8 35 4 12 968 1 1 3 2,837 1 Invested capital (US$m) 144.9 36.8 109.4 12.9 23.0 25.5 61.2 27.5 14.7 100.0 65.3 7.2 14.3 17.6 54.7 34.6 86.6 40.2 27.0 29.9 23.1 101.6 41.8 13.7 79.0 35.7 154.9 239.7 51.3 9.5 44.2 118.0 32.0 42.0 11.4 1,931.2 2 Funded capital EFTA01444338 (US$m) 117.2 36.8 46.0 13.0 9.7 25.5 65.7 27.5 14.7 49.0 9.3 6.5 15.1 17.6 13.9 26.6 40.2 26.0 26.7 29.9 22.9 40.7 27.6 7.1 57.2 15.0 81.6 178.6 27.6 9.8 3.4 4.4 31.9 27.4 10.5 1162.6 2 Initial closing Q4 14 Q4 14 Q4 14 Q1 15 Q2 15 Q2 15 Q3 15 Q3 15 Q3 15 Q3 15 Q4 15 EFTA01444339 Q4 15 Q4 15 Q4 15 Q4 15 Q1 16 Q1 16 Q2 16 Q2 16 Q2 16 Q3 16 Q3 16 Q3 16 Q3 16 Q4 16 Q4 16 Q1 17 Q1 17 Q1 17 Q1 17 Q1 17 Q2 17 Q3 17 Q3 17 Q3 17 Gross multiple 1.9x 1.6x 1.Ox 1.Ox 1.6x 0.8x 1.2x 0.0x 1.8x 1.2x 2.9x 1.2x 1.Ox 2.6x 1.4x 2.3x 1.5x 1.5x 1.Ox 1.2x 0.7x 2.1x 1.7x 1.7x 1.2x EFTA01444340 1.8x 1.Ox 1.2x 1.5x 1.6x 0.9x 4.1x 1.Ox 1.Ox 1.3x 1.4x 3 Portfolio detail US — mid-market buyout US — buyout RoW — buyout Europe — buyout Global — diversified Europe — growth equity Europe — growth equity Global — buyout US — mid-market buyout Global — diversified Global — real estate Europe — real estate Europe — mid-market buyout RoW — buyout Global — buyout Europe — real estate Global — diversified Europe — mid-market buyout Europe — mid market buyout US — mid-market buyout Europe — mid-market buyout Europe — diversified US — mid-market buyout US — real estate Europe — mid-market buyout Global — diversified Europe — growth equity US — mid-market buyout Europe — mid-market buyout Europe — mid-market buyout Global — real estate US - diversified Europe - buyout US - mid-market buyout Europe - mid-market buyout (1) Number of companies are best estimate. (2) Invested Capital is the Transaction Size and is described as purchase price plus unfunded obligations. Funded capital is the amount funded in each EFTA01444341 Transaction. The Net Multiple (TVPI) for SOF III is 1.3x. (3) The performance figures have been calculated based on unaudited fair values and should be read and reviewed in conjunction with the "Important Information" and "Important Performance Information" sections. Past performance is not a guarantee or indicator of future results, and there can be no assurance that the Fund will achieve comparable results. STRICTLY CONFIDENTIAL 52 EFTA01444342 GLDUS128 Patrick Gerschel SOF II — Portfolio construction Gross invested capital breakdown Overview Vintage Fund size Gross invested capital Performance as of September 30, 2017 Capital called Distributions, net Remaining NAV Total net return Asset geography Investment strategy 2011 US$614m 668m 16% 509m 592m 187m US$779m 1.16x 22% 0.37x 1.53x 20% Vintage year 12% 5% 6% Europe 56% North America 40% RoW 3% Asia Pacific 1% 20% 38% 54% 4% 4% Large Buyout Mid-Market Buyout Growth Equity Real Estate Other EFTA01444343 21% 17% 13% 10% 11% 8% 19% Pre 2005 2005 - 2006 2007 - 2008 2009 - 2011 2012 - 2013 2014 - 2015 5% 7% 3% 5% Other Communications & Media Real Estate Natural Resources Financial Services Healthcare Technology Business Services Consumer Industrials Sector composition As at September 30, 2017. Past performance is not a guarantee or indicator of future results , and there can be no assurance that the fund will achieve comparable results. This page should be reviewed in conjunction with the "Important Information" and "Notes to Investment Performance" sections of this Presentation. STRICTLY CONFIDENTIAL 53 EFTA01444344 GLDUS128 Patrick Gerschel SOF II Overall transaction summary as of September 30, 2017 Project name 1- Monet I, II 2- Beethoven 3- Rembrandt 4- Giant 5- Hemingway 6- Modigliani I-V & RE 8- Hockney 9- Chagall 10- Hopper 11- Donatello 12- Pollock 13- Whitney 15- Constable 16- Cecconi 17- Bailey 18- Steinbeck 19- Guardi 21- Windmill I, II 23- Browning 24lonesco 25- Zampieri 26- Fitzgerald 28- Porter 29- Fitzgerald II 30- Abels 31- Laurel SOF II Sourcing Limited Process Proprietary Proprietary Proprietary Limited Process Proprietary Limited Process Limited process Syndication Proprietary Proprietary Limited process Limited process Proprietary Proprietary Proprietary Limited process Proprietary EFTA01444345 Limited Process Proprietary Proprietary Syndication Limited process Proprietary Limited process Limited process Seller type Pension Multiple Financial Institution Financial Institution Financial Institution HNW/ Family office Alternative Funds Financial Institution Alternative Funds Corporate HNW/ Family office Pension Fund Alternative Funds HNW/ Family office Alternative Funds Financial Institution HNW/ Family office Corporate HNW/ Family office Alternative Funds Corporate Corporate Alternative Funds Financial Institution Alternative Funds Financial Institution Deal type Fund Secondary / Single Asset Deal GP-led Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary GP-led Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary GP-led Secondary EFTA01444346 Fund Secondary Fund Secondary Single Asset Deal Fund Secondary Single Asset Deal Single Asset Deal Single Asset Deal GP-led Secondary Single Asset Deal Fund Secondary GP-led Secondary Total Funds 3 1 2 1 1 17 1 1 1 1 1 1 1 4 1 2 11 1 6 1 1 1 2 1 1 11 75 Companiesl 14 6 11 32 10 225 8 43 5 10 EFTA01444347 12 12 11 73 4 30 140 1 37 1 1 1 8 1 8 33 737 Invested capital2 (US$m) 46.8 27.1 2.2 3.4 16.4 38.4 9.5 9.4 15.1 3.0 13.4 64.0 26.1 12.8 30.2 97.3 13.3 22.7 8.8 27.7 23.8 15.0 74.7 10.0 11.8 45.2 668.1 Funded capital2 (US$m) 45.8 26.9 2.2 EFTA01444348 3.1 16.4 37.1 8.1 8.4 14.1 3.0 13.1 21.5 24.3 11.0 30.5 81.7 11.8 20.5 7.1 26.8 23.4 15.0 60.4 10.0 10.6 19.0 551.7 Initial closing Q3 11 Q3 11 Q3 11 Q4 11 Q4 11 Q1 12 Q2 12 Q3 12 Q3 12 Q3 12 Q3 12 Q4 12 Q1 13 Q2 13 Q2 13 Q3 13 Q4 13 Q1 14 Q1 14 Q2 14 Q2 14 Q3 14 Q4 14 Q4 14 Q4 14 EFTA01444349 Q3 16 Gross multiple 0.7x 1.6x 3.0x 1.8x 1.0x 2.Ox 1.5x 1.6x 1.6x 1.1x 2.3x 2.9x 1.2x 1.8x 2.4x 1.3x 1.8x 0.7x 1.9x 2.8x 1.6x 1.4x 1.9x 1.6x 1.3x 2.Ox 1.7x 3 Portfolio detail Europe — buyout Europe — growth equity Europe — late stage venture US — mezzanine US — special situations Global — diversified Europe — mid-market buyout Europe — mezzanine US — mid-market buyout US — mezzanine US — mid-market buyout Europe — buyout Europe — buyout Global — diversified Europe — growth equity Global — diversified Global — diversified Europe — growth equity US — diversified EFTA01444350 Europe — buyout Europe — mid-market buyout US — buyout US — mid-market buyout US — buyout Europe — growth equity Europe — diversified (1) Number of companies are best estimate. (2) Invested Capital is the Transaction Size and is described as purchase price plus unfunded obligations. Funded capital is the amount funded in each Transaction. The Net Multiple (TVPI) for SOF II is 1.5x. (3) The performance figures have been calculated based on unaudited fair values and should be read and reviewed in conjunction with the "Important Information" and "Important Performance Information" sections of this Presentation. STRICTLY CONFIDENTIAL 54 EFTA01444351 GLDUS128 Patrick Gerschel SOF Remaining portfolio construction by FMV1 as of September 30, 2017 Overview Vintage Fund size Invested capital Capital called Distributions, net Remaining NAV Total net return Asset geography Investment strategy 2006 6% 0% US$565m 549m 421m 756m 20m US$775m 1.80x 0.05x 1.84x 22% Vintage year 10% 2% 20% Europe 90% North America 10% 33% 46% Pre 2006 2006 2007 2008 - 2009 1) FMV = Fair Market Value Past performance is not a guarantee or indicator of future results, and there can be no assurance that the fund will achieve comparable results. This page should be reviewed in conjunction with the "Important Information" and "Notes to Investment Performance" sections of this Presentation. STRICTLY CONFIDENTIAL 55 5% Financial Services IT and Technology 18% EFTA01444352 Business Services 49% 45% Large Buyout Growth Equity Special Situations Mezzanine 28% Healthcare Sector composition 21% Industrials 18% Other EFTA01444353 GLDUS128 Patrick Gerschel SOF & SOF D Overall transaction summary as of September 30, 2017 Project name 1- Leonardo 2- Sprint 3- Constellation 4- Crown 5- Freedom 6- Pigeon 7- Hoover I 8- Hoover II 9- Amadeus I 10- Hoover III 11- Amadeus II 12- Hoover IV 13- Hoover V 14/21- Bach 15- Hoover VI 16- Hoover VII 17- Hoover VIII 18- DaVinci 19- Imperial 20- Hoover IX SOF 4 4 4 4 4 4 4 4 4 18- DaVinci SOF and SOF D (1) Number of companies are best estimate. (2) Invested Capital is the Transaction Size and is described as purchase price plus unfunded obligations. Funded capital is the amount funded in each Transaction. The Net Multiple (TVPI) for SOF and SOF D is 1.8x and 2.3x respectively. Converted from EUR to US$ using a rate of 1.1822. (3) The performance figures are based on unaudited fair values and should be read and reviewed in conjunction with the "Important Information" and "Important Performance Information" sections. Gross returns are gross of fees, expenses and carried interest, which are not charged at the investment level so performance is not expected to be representative of investment returns to investors. Investors should consult with their own advisers as to the appropriate factors to be considered in evaluating this information. Past performance is not a prediction of future performance, but it is included to demonstrate the track record of the Glendower SOF Team and there can be no assurance that SOF IV will achieve comparable results or EFTA01444354 that any target results will be achieved. (4) Hoover transactions represent the investments made by SOF via a special purpose vehicle ("SPV") attracting additional accounting and administrative expenses. The actual performance for the SPV may be lower than the performance of the individual investments because of the additional accounting and administrative expenses. The aggregate net multiple of this SPV, including the fees and expenses is 1.9x. STRICTLY CONFIDENTIAL 56 Sourcing Proprietary Syndication Syndication Syndication Syndication Limited Process Proprietary Proprietary Limited Process Limited Process Limited Process Limited Process Limited Process Proprietary Limited Process Proprietary Proprietary Proprietary Proprietary Proprietary Proprietary Seller type Financial Institution Public to private Alternative Funds Financial Institution Pension Alternative Funds HNW/Family Office Financial Institution Endowment Financial Institution Alternative Funds Alternative Funds Financial Institution Multiple Alternative Funds HNW/Family office HNW/Family office Financial Institution Financial Institution EFTA01444355 HNW/Family office Financial Institution Deal type Fund Secondary Single Asset Deal GP-led Secondary GP-led Secondary GP-led Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary GP-led Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary Fund Secondary Sub Total Fund Secondary Total Funds 96 1 1 1 1 1 2 1 1 1 1 1 1 1 2 4 1 28 2 7 154 28 154 Companiesl EFTA01444356 609 1 34 22 3 20 104 4 11 1 1 8 14 7 22 78 196 193 152 294 1,774 193 1,774 Invested capital2 (US$m) 205.3 36.0 16.5 19.4 15.0 22.8 0.4 0.1 16.1 2.7 5.4 3.3 3.4 39.0 4.8 2.9 0.5 103.3 51.1 0.8 548.8 138.1 686.9 Funded capital2 (US$m) 166.0 EFTA01444357 36.1 16.7 21.6 12.1 24.7 0.4 0.3 16.2 2.6 5.5 2.6 3.5 32.3 5.8 2.8 0.5 53.7 29.4 0.7 433.3 67.2 500.5 Initial closing Q1 07 Q3 07 Q3 07 Q4 07 Q2 08 Q4 08 Q4 08 Q1 09 Q1 09 Q2 09 Q2 09 Q2 09 Q4 09 Q4 09 Q1 10 Q2 10 Q3 10 Q3 10 Q4 10 Q4 10 Q3 10 Gross multiple 2.0x 3.0x 0.9x 1.7x EFTA01444358 0.3x 1.3x 1.9x 8.8x 2.4x 0.8x 3.3x 2.2x 1.7x 2.0x 1.7x 3.4x 2.8x 3.Ox 1.9x 2.6x 2.1x 3.Ox 2.2x 3 Portfolio detail US / Europe — diversified Europe — buyout US / Europe — growth equity Europe — special situations US — mid-market buyout US — mid-market buyout US / Asia — diversified US — mezzanine Europe — buyout Europe — mid-market buyout Europe — buyout Europe — mid-market buyout US — mezzanine Europe — venture capital US / Europe — mid-market buyout US — mid-market buyout US — mid-market buyout US / Europe — diversified US / Europe — mezzanine US / Europe — diversified US / Europe — diversified EFTA01444359 GLDUS128 Patrick Gerschel Important Information (1/2) This confidential presentation (this "Presentation") is being made available to you (the "Recipient") by Glendower Capital, LLP ("Glendower"), which is authorized and regulated by the United Kingdom Financial Conduct Authority, for the purpose of providing certain summary information about certain existing and future funds and accounts that are managed or advised by Glendower, including in connection with your evaluation of a potential investment in the fund be to known as Glendower Capital Secondary Opportunities Fund IV, LP (the "Fund"). This Presentation may refer to certain events as having occurred and documents as having been entered into which may not have occurred or been entered into at the date that this Presentation is made available but that Glendower expects will occur or be entered into thereafter. This Presentation is not an offer to sell, nor a solicitation of an offer to buy, any security, and may not be used or relied upon in connection with any offer or solicitation. A private offering of interests in the Fund will be made only pursuant to the offering documents for the Fund, which contain additional information about the investment objective, terms and conditions of an investment in the Fund and also contain tax information and risk disclosures that are important to any investment decision regarding the Fund. No person has been authorized to make any statement concerning the Fund other than as set forth in the offering documents and any such statements, if made, may not be relied upon. The offering documents will be furnished to qualified investors on a confidential basis at their request. The information contained in this Presentation will be superseded by, and is qualified in its entirety by reference to, such offering documents. An investment in the Fund will involve significant risks, including loss of the entire investment. The interests in the Fund will be illiquid, as there is no secondary market for interests in the Fund and none is expected to develop. There will be restrictions on transferring interests in the Fund, investments may be leveraged and the investment performance may be volatile. Before deciding to invest in the Fund, prospective investors should read the offering memorandum and pay particular attention to the risk factors contained in the offering documents. The fees and expenses charged in connection with an investment in the Fund may be higher than the fees and expenses of other investment alternatives and may offset profits. Investors should have the financial ability and willingness to accept the risk characteristics of the Fund's investments. Potential conflicts of interest may arise from the relationship between Credit Suisse Asset Management Limited and its affiliates ("Credit Suisse"), which is acting as the Fund's placement agent. Credit Suisse is not acting and will not act as a municipal advisor within the meaning of Section 975 of the Dodd-Frank Wall Street Reform and Consumer Protection Act and the rules and regulations promulgated thereunder ("Municipal Advisor Rule"). Any services, material, or information that Credit Suisse provides to a EFTA01444360 municipal entity or obligated person as defined by the Municipal Advisor Rule ("Covered Party") are provided on an arm's length basis and not as an advisor or fiduciary to the Covered Party. Covered Parties should consult with their own internal and external advisors before taking action with respect to any services, material, or information provided to them by Credit Suisse. Credit Suisse also will not solicit a Covered Party for direct or indirect compensation on behalf of an unaffiliated investment adviser for the purpose of obtaining or retaining an engagement for that investment adviser by the Covered Party to provide investment advisory services to or on behalf of the Covered Party. This Presentation contains information that has been or may have been provided by a number of sources and has not been independently verified. Nothing contained herein shall constitute any representation or warranty and no responsibility or liability is accepted by Glendower or its affiliates as to the accuracy or completeness of any information supplied herein. Unless otherwise stated, the information in this Presentation has not been audited or verified by an independent party, and should not be seen as any representation of returns that might be achieved. The information contained herein must be kept strictly confidential and may not be reproduced or redistributed in any format without the approval of the Fund. Notwithstanding the foregoing, each investor and prospective investor (and each employee, representative, or other agent thereof) may disclose to any and all persons, without limitation of any kind, the tax treatment and tax structure of the Fund and its investments and all materials of any kind (including opinions or other tax analyses) that are provided to such investor or prospective investor relating to such tax treatment and tax structure, provided, however, that such disclosure shall not include the name (or other identifying information not relevant to the tax structure or tax treatment) of any person and shall not include information for which nondisclosure is reasonably necessary in order to comply with applicable securities laws. STRICTLY CONFIDENTIAL 57 EFTA01444361 GLDUS128 Patrick Gerschel Important Information (2/2) Past performance is not necessarily indicative of future results and there can be no assurance that the Fund will achieve comparable results, that the returns generated by the Fund will equal or exceed those presented herein or that the Fund will be able to implement its investment strategies or achieve its investment objectives. The Fund's investment strategy and applicable investment restrictions may differ from those historically employed and economic conditions may differ materially from the conditions under which any other investment fund or account managed or advised by Glendower has invested. All statements of opinion and / or belief contained in this Presentation and all views expressed and all projections, forecasts or statements relating to expectations regarding future events or the possible future performance of the Fund represent Glendower's own assessment and interpretation of information available to it as at the date of this Presentation. No representation is made or assurance given that such statements, views, projections or forecasts are correct, that the objectives of the Fund will be achieved or that investors will receive a return of their capital. In addition, no responsibility or liability or duty of care is or will be accepted by Glendower or its respective affiliates, advisers, directors, employees or agents for updating this Presentation (or any additional information), correcting any inaccuracies in it or providing any additional information to you. Accordingly, to the fullest extent possible subject to applicable law, none of Glendower or its affiliates and their respective shareholders, advisers, agents, directors, officers, partners, members and employees shall be liable (save in the case of fraud) for any loss (whether direct, indirect or consequential), damage, cost or expense suffered or incurred by any person as a result of relying on any statement in, or omission from, this Presentation. Any forward-looking statements (including, without limitation, projections of future earnings or value), results or valuations herein are based upon current assumptions, may be simplified and may depend upon events outside the control of Glendower or its affiliates. Other events that were not taken into account may occur and may significantly affect the analysis herein. Therefore, changes to any assumptions may have a material impact on any valuations or projections. Actual results may therefore be materially different from any forecast, opinion or valuation herein. Prospective investors in the Fund should not rely on these forward-looking statements in deciding whether to invest in such Fund. The information contained in this presentation has been obtained from sources outside of Credit Suisse. While such information is believed to be reliable for the purposes used herein, neither Credit Suisse, nor any of its affiliates or partners, members or employees, assume any responsibility for the accuracy of such information. See the "Notes to Investment Performance" containing additional important information regarding performance and targeted returns. EFTA01444362 This Presentation does not form part of the basis for any contract between Glendower or its affiliates and any investor. Recipients of this Presentation shall not treat this Presentation as tax, regulatory, accounting, legal, investment or any other advice in relation to the Recipient of this information and this information should not and cannot be relied upon as such. The distribution of this Presentation and participation in the Fund may be restricted by law in certain jurisdictions. Persons who come into possession of this Presentation are required to inform themselves about, and to observe, any such restrictions. No governmental authority has passed on the merits of the offering of interests in the Fund or the adequacy of the information contained herein. Any representation to the contrary is unlawful. Prospective investors should pay particular attention to the information contained in the offering documents pertaining to certain conflicts of interests and risk factors. An investment in the Fund is suitable only for sophisticated investors and requires the financial ability and willingness to accept the high risks and lack of liquidity associated with an investment in the Fund. Investors in the Fund must be prepared to bear such risks for an indefinite period of time. STRICTLY CONFIDENTIAL 58 EFTA01444363 GLDUS128 Patrick Gerschel Key Definitions "Single Asset Deal" means an investment by the Fund (directly or indirectly) in a portfolio company alongside one or more private equity fund sponsors (and any follow-on investments in any such investment, but not including any GP-led Secondary) as reasonably determined by the Manager as the context requires. "Fund Secondary" means (a) an interest held directly or indirectly by the Fund in a generalist or specialist private equity fund structure (including a fund of funds, feeder fund or other similar structure) acquired in a standalone transaction or (b) a portfolio of such interests acquired in a single transaction, in each case as reasonably determined by the Manager as the context requires, provided that any interest referred to in clause (a) shall be in a fund structure that either has an investment period that is expired (other than for follow-on investments) or has drawn down or committed to invest at least 50% of its aggregate commitments, and provided that any portfolio of interests referred to in clause (b) shall be in fund structures that in the aggregate have drawn down or committed to invest at least 50% of their aggregate commitments, provided further that the aggregate commitments of any fund structure that has an investment period that is expired (other than for follow-on investments) shall be deemed to equal the amount drawn down in such fund structure and provided, further, that a Fund Secondary shall not also be determined to be an Early Stage Investment. "GP-led Secondary" means an investment interest held by the Fund (directly or indirectly) in private equity fund structure or a portfolio of direct private equity assets through bespoke liquidity solutions (and any follow-on investments in any such investment interest, but not including any Single Asset Deals) as reasonably determined by the Manager as the context requires. "SOF" means DB Secondary Opportunities Fund A, L.P., DB Secondary Opportunities Fund B, L.P. and DB Secondary Opportunities Fund C, L.P. "SOF D" means DB Secondary Opportunities Fund D, L.P. "SOF II" means Secondary Opportunities Fund II, LP. "SOF III" means Secondary Opportunities Fund III, LP. "SOF Funds," "SOF Program," or "Secondary Opportunities Funds" means SOF, SOF D, SOF II and SOF III. "SOF Team" and "Glendower SOF Team" have the meanings set forth in the Memorandum. "Russell 2000 Index": The Russell 2000 Index is a small-cap stock market index of the bottom 2,000 stocks in the Russell 3000 Index. The index is maintained by FTSE Russell, a subsidiary of the London Stock Exchange Group. "MSCI World Index": The MSCI World Index is a broad global equity benchmark that represents large and mid-cap equity performance across 23 developed markets countries. It covers approximately 85% of the free float-adjusted market capitalization in each country. "Thomson Reuters Private Equity Buyout Index": The Thomson Reuters Private Equity Buyout Index seeks to replicate the return profile of the private equity buyout asset class by constructing a EFTA01444364 combination of sector portfolio returns. These sector portfolios are designed to track the performance of private equity sector investments by holding liquid exchange traded instruments rather than investing directly in private equity firms. For other definitions please refer to the Memorandum. STRICTLY CONFIDENTIAL 59 EFTA01444365 GLDUS128 Patrick Gerschel Notes to Investment Performance Important Information on the Track Record. The Glendower SOF Team spun-off from Deutsche Bank and its affiliates ("Deutsche Bank") on August 1, 2017 and established Glendower Capital, LLP and its affiliates (together, "Glendower") as an independent private equity firm owned by its partners focused on secondary transactions in private markets. The performance information and track record set out in this Presentation in respect of the SOF Funds covers the period time from inception of the SOF Funds to date, including the time prior to the formation of Glendower, when the team were employees of Deutsche Bank. In evaluating the track record, each Recipient should note that (i) Carlo Pirzio-Biroli and Charles Smith have been permanent voting members of the SOF Funds investment committees since inception; (ii) Chi Cheung, Francesco Rigamonti and Adam Graev have attended as observers the majority of investment committees of the SOF Funds since inception, they were appointed in December 2011 during the SOF II investment period as voting members on a rotational basis and have been permanent voting members since January 2013; (iii) other employees of Deutsche Bank who were not part of the SOF investment team and that have not joined Glendower were involved at different times on the investment committees of the SOF Funds and the investment decision-making process in respect of the investments made by the SOF Funds and (iv) in connection with the investments comprising the track record, the Glendower investment professionals were part of a larger group within Deutsche Bank. The investment performance included herein is intended solely to provide Recipients with information about the Glendower SOF Team's investment experience. The performance information provided herein has been prepared by Deutsche Alternative Asset Management (Global) Limited ("DAAM(G)L") and provided to Glendower and relates to the SOF Funds and the related individual underlying transactions, in respect of which the Glendower SOF Team were involved in their capacity as portfolio managers and/or investment committee members while employed at Deutsche Bank. Glendower takes responsibility for its use of this performance information and its compliance with all applicable laws, regulations, rules and guidelines, including, but not limited to, the Investment Advisers Act of 1940, as amended, and in particular, Rule 204-2 thereunder, and DAAM(G)L takes no responsibility for the use of such performance information by Glendower. Investment returns. Unless otherwise stated, returns are as of September 30, 2017, are unaudited and are illustrative only. As used herein, and unless otherwise indicated, "Gross IRR" and "Net IRR" shall mean an aggregate, compound, annual, gross or net, as applicable, internal rate of return on investments, based on daily cash flows. Calculations are presented based on actual cash flows to and from limited partners. All IRRs are presented on a "gross" basis unless otherwise stated (i.e., they do not reflect the priority profit share, carried interest, taxes, transaction costs in connection EFTA01444366 with the disposition of unrealized investments and other expenses that are borne by investors in the applicable funds, all of which will reduce returns and, in the aggregate, are expected to be substantial). Net IRR is presented after deducting all priority profit share, carried interest, taxes, transaction costs and other fees and expenses (other than taxes borne or to be borne by investors, including as a result of an investor's domicile). Further, note that the calculation methodology adopted to calculate Net IRR in respect of the SOF Funds is impacted by the SOF Funds' use of subscription line facilities. Returns reflect purchase price netting in all instances where subscription credit lines, payment deferrals, and permanent fund borrowing have been utilized. Although the manager maintains flexibility to do so, capital has not been recycled to date. Distributions to Paid-in Capital ("DPI") represents aggregate distributions to investors in the SOF Funds relative to aggregate capital contributions to the SOF Funds. Residual Value to Paid-in Capital ("RVPI") represents the value of the SOF Funds investors' interest held within the SOF Funds relative to aggregate capital contributions to the SOF Funds, net of the SOF Funds' carried interest, management fees and other expenses. Total Value to Paid-in Capital ("TVPI"): TVPI =DPI + RVPI. Gross multiple represents Total Value divided by Funded Capital. Net fund data (net TVPI, etc.) net performance data reflects amounts net of the SOF Funds' carried interest, management fees and other expenses. Valuations. Valuations of unrealized investments are generally based on a good faith and reasonable determination by the general partner of the relevant investment fund. Any such valuation of unrealized investment will be based on assumptions that such general partner believes are reasonable under the circumstances, the actual realized returns on unrealized investments will depend on, among other factors, future operating results, the value of the assets and market conditions at the time of disposition, any related transaction costs and the timing and manner of sale, all of which may differ from the assumptions on which the valuations used in the prior performance data contained herein are based. Accordingly, the actual realized returns generated by these unrealized investments may differ materially from the returns indicated herein. Target returns. The targeted returns (the "Targets") presented herein are based on Glendower's views regarding the returns on investments that such funds may be able to achieve during their respective terms based on the investment performance of similar investments, current market conditions, potential investment opportunities that are being reviewed or have recently been reviewed, availability of financing and certain assumptions about investing conditions and market fluctuation or recovery. The Targets are also based on models, estimates, and assumptions about performance believed to be reasonable under the circumstances. There is no guarantee that the facts upon which such assumptions are based will materialize as anticipated and will be applicable to such funds' investments. Individual investments made by such funds may have anticipated returns below or above the Targets. The Targets are hypothetical and are EFTA01444367 neither a guarantee nor a prediction or projection of future performance. A broad range of risks could cause the funds to fail to meet their Targets. As with other gross returns, gross Targets do not reflect the priority profit share, "carried interest," taxes, transaction costs in connection with the disposition of unrealized investments and other expenses that will be borne by investors, which will reduce returns and, in the aggregate, are expected to be substantial. STRICTLY CONFIDENTIAL 60 EFTA01444368 GLDUS128 Patrick Gerschel Important Information for Recipients in Certain Jurisdictions (1/6) For Residents of the European Economic Area. For the purposes of the EU Alternative Investment Fund Managers Directive (the "AIFMD"), the Fund will constitute an EU AIF (as defined in the AIFMD) whose AIFM (as defined in the AIFMD) is the Manager, itself an EU AIFM. Except as provided below in respect of the specific member states listed, this Presentation and any other documents or materials related to the offer or sale, or invitation for subscription or purchase, of the interests in the Fund, shall only be distributed to prospective investors domiciled or with their registered offices in a member state of the European Economic Area that are "professional investors". For these purposes, a "professional investor" is a person who is considered to be a professional client or who may, on request, be treated as a professional client within the meaning of Annex II to Directive 2004/39/EC. AIFMD Notice. In relation to each member state of the EEA (each a "Member State") which has implemented the Alternative Investment Fund Managers Directive (Directive (2011/61/EU)) (the "AIFMD") (and for which transitional arrangements are not/ no longer available), this Presentation may only be distributed and interests in the Fund may only be offered or placed in a Member State to the extent that: (1) the Fund is permitted to be marketed to professional investors in the relevant Member State in accordance with AIFMD (as implemented into the local law/regulation of the relevant Member State); or (2) this presentation may otherwise be lawfully distributed and the interests in the Fund may otherwise be lawfully offered or placed in that Member State (including at the initiative of the investor). In relation to each Member State of the EEA which, at the date of this presentation, has not implemented AIFMD, this presentation may only be distributed and interests in the Fund may only be offered or placed to the extent that this presentation may be lawfully distributed and the interests in the Fund may lawfully be offered or placed in that Member State (including at the initiative of the investor). For persons in Australia. This information has been prepared for general information purposes only. Nothing in this Presentation constitutes investment, legal, accounting or tax advice, or a representation that any investment or strategy is suitable or appropriate to individual circumstances, or otherwise constitute a personal recommendation to any specific investor. Recipients of this Presentation should not assume that any investment discussed herein were or will be profitable. There is no guarantee concerning the achievement of investment objectives or target returns or measurements. Any reference to past performance is not indicative of future results and is no guarantee to future results. This Presentation has been prepared for and is provided only to permitted recipients in Australia who qualify as wholesale clients as that term is defined by section 761G(7) of the Australian Corporations Act 2001 (Cth.) EFTA01444369 (the "Act") and as sophisticated or professional investors as defined by sections 708(8) and (11) (respectively) of the Act, in respect of which an offer would not require disclosure under Chapter 6D or Part 7.9 of the Act. It does not contain and should not be taken as containing any financial product advice or financial product recommendations. This Presentation is not a prospectus, product disclosure statement or any other form of prescribed offering document under the Act. This Presentation is not required to, and does not, contain all the information which would be required in either a prospectus, product disclosure statement or any other form of prescribed offering document under the Act, nor is it required to be submitted to the Australian Securities and Investments Commission. The funds referred to in these materials are not registered schemes as defined in the Act. In Australia, Credit Suisse Group entities, other than Credit Suisse AG, Sydney Branch, are not authorized deposit-taking institutions for the purposes of the Banking Act 1959 (Cth.) and their obligations do not represent deposits or other liabilities of Credit Suisse AG, Sydney Branch. Credit Suisse AG, Sydney Branch does not guarantee or otherwise provide assurance in respect of the obligations of such Credit Suisse entities or the funds. For persons in Bahrain. The Presentation has not been approved by the Central Bank of Bahrain which takes no responsibility for its contents No offer to the public to purchase the Fund's interests will be made in the Kingdom of Bahrain and this Presentation is intended to be read by the addressee only and must not be passed to, issued to, or shown to the public generally. For persons in Brazil. The information contained herein is for informational purposes only and is not, and under no circumstances is to be construed as, a prospectus, an advertisement, a public offering, an offer to sell the interests described herein or a solicitation of an offer to buy the interests described herein in Brazil. Any public offer or sale of the interests described herein will be made only if applicable registration in the Brazilian Securities Commission is obtained. No invitation to offer, or offer for, or sale of, any investment will be deemed to the public in Brazil or by any means would be deemed public offering of securities in Brazil. Under no circumstances is the information contained herein to be construed as investment advice. Brazilian Securities Commission has not reviewed the material herein. STRICTLY CONFIDENTIAL 61 EFTA01444370 GLDUS128 Patrick Gerschel Important Information for Recipients in Certain Jurisdictions (2/6) For persons in Brunei. This Presentation has not been delivered to, licensed or permitted by Autoriti Monetari Brunei Darussalam. Nor has it been registered with the Registrar of Companies. This Presentation is for informational purposes only and does not constitute an invitation or offer to the public. As such, it must not be distributed or redistributed to and may not be relied upon or used by any person in Brunei other than the person to whom it is directly communicated and who belongs to a class of persons as defined under Section 20 of the Brunei Securities Market Order, 2013. For persons in Canada. This Presentation is only intended for persons in Canada who qualify to be a "permitted client" within the meaning National Instrument 31-103 — Registration Requirements, Exemptions and Ongoing Registrant Obligations. To the extent that the information contained herein references securities of an issuer incorporated, formed or created under the laws of Canada or a province or territory of Canada, any trades in or advice regarding such securities must be conducted through an investment dealer registered in Canada. No securities commission or similar regulatory authority in Canada has reviewed or in any way passed upon these materials, the information contained herein or the merits of the interests described herein and any representation to the contrary is an offence. For persons in Cayman Islands. No invitation may be made to the public in the Cayman Islands to subscribe for the Interests. For persons in Chile. All or some of the offered securities may have not been registered with the Superintendencia de Valores y Seguros ("SVS") pursuant to law no. 18,045, the Ley de Mercado de Valores, and regulations thereunder. Securities not registered with the SVS may not be offered or sold publicly in Chile (unless a regulatory exemption apply). This document does not constitute an offer of, or an invitation to subscribe for or purchase, the securities in the Republic of Chile, other than to individually identified investors pursuant to a private offering within the meaning of article 4 of the Ley de Mercado de Valores (an offer that is not "addressed to the public in general or to a certain sector or specific group of the public"). For additional information referred to each of the offered securities, please contact your Relationship Manager. For persons in China. No invitation to offer, or offer for, or sale of, any interest or investment will be made to the public in the People's Republic of China ("PRC") or by any means that would be deemed public offering of securities under the laws of the PRC. These materials may not be distributed to individuals resident in the PRC or entities registered in the PRC who have not obtained all the required PRC government approvals. It is the investor's responsibility to ensure that it has obtained all necessary PRC government approvals to purchase any interest, participate in any investment or receive any investment advisory or investment management services. For persons in Colombia. This marketing material does not constitute a EFTA01444371 public offer in the Republic of Colombia. It is being distributed under circumstances which do not constitute a public offering of securities under applicable Colombian securities laws and regulations. Neither the products, nor the Management Company/Issuers have and will not be registered with the Superintendence of Finance of Colombia. Potential Colombian investors should make their own decision whether this financial product meets their investment objectives and risk tolerance level. Each potential Colombian investor should make its own inquiries and consult its own advisors as to this financial product and the Management Company/Issuers, including the merits and risks involved, and as to legal, tax and related matters concerning an investment in the products. This marketing material is marketed in Colombia or provided to Colombian residents in compliance with decree 2555 of 2010 and other applicable rules and regulations related to the promotion of foreign financial and/or securities related products or services in Colombia. Accordingly, the products may only be promoted to Colombian residents in compliance with decree 2555 of 2010 and under circumstances which do not constitute a public offering of securities under applicable Colombian marketing rules and general securities laws and regulations. For persons in France. This Presentation can only be communicated to qualified investors within the meaning of the article D411.1 of the Monetary Financial Code (Code Monetaire et Financier) to professional clients and eligible counterparties. For persons in Guernsey. This Presentation has not been approved or authorized by the Guernsey Financial Services Commission or the States of Guernsey Policy Council. For persons in Haiti. This Presentation is for general informational purposes only. Nothing in this Presentation is intended to constitute financial advice. No public or private offering of the Interests is being made in Haiti and no agreement relating to the sale of the Interests will be concluded in Haiti. STRICTLY CONFIDENTIAL 62 EFTA01444372 GLDUS128 Patrick Gerschel Important Information for Recipients in Certain Jurisdictions (3/6) For persons in Hong Kong. The information memorandum in relation to any interest and/or investment referred to in this Presentation has not been approved by the Securities and Futures Commission of Hong Kong. Accordingly (a) any interests or securities may not be offered or sold and have not been offered or sold in Hong Kong, by means of any document, other than to (i) "professional investors" as defined in the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made under that Ordinance; or (ii) in other circumstances which do not result in the document being a "prospectus" as defined in the Companies Ordinance (Cap. 622) of Hong Kong or which do not constitute an offer to the public within the meaning of that Ordinance; and (b) no person has issued or had in its possession for the purposes of issue, and will not issue or have in its possession for the purposes of issue, whether in Hong Kong or elsewhere, any advertisement, invitation or document relating to any interest or securities, which is directed at, or the contents of which are or are likely to be accessed or read by, the public in Hong Kong (except if permitted to do so under securities laws of Hong Kong) other than with respect to any interests or securities which are or are intended to be disposed of only to persons outside Hong Kong or only to "professional investors" within the definition of the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made under that Ordinance. For persons in Israel. This Presentation has not been approved by the Israel Securities Authority and will only be distributed to Israeli residents in a manner that will not constitute "an offer to the public" under sections 15 and 15a of the Israel Securities Law, 5728-1968 ("the Securities Law") or section 25 of the Joint Investment Trusts Law, 5754-1994 ("the Joint Investment Trusts Law"), as applicable. The products described in this Presentation (the "Products") are being offered to a limited number of investors (35 investors or fewer during any given 12 month period) and/or those categories of investors listed in the First Addendum ("the Addendum") to the Securities Law, ("Sophisticated Investors") namely joint investment funds or mutual trust funds, provident funds, insurance companies, banking corporations (purchasing Products for themselves or for clients who are Sophisticated Investors), portfolio managers (purchasing Products for themselves or for clients who are Sophisticated Investors), investment advisors or investment marketers (purchasing Products for themselves), members of the Tel-Aviv Stock Exchange (purchasing Products for themselves or for clients who are Sophisticated Investors), underwriters (purchasing Products for themselves), venture capital funds engaging mainly in the capital market, an entity which is wholly-owned by Sophisticated Investors, corporations, (other than formed for the specific purpose of an acquisition pursuant to an offer), with a shareholders equity in excess of NIS 50 million, and individuals in respect of whom the terms of item 9 in the Schedule to the Investment Advice EFTA01444373 Law hold true investing for their own account, in respect of which at least one of the following applies: the total value of their cash, deposits, financial assets (as defined in the Investment Advice Law) and securities traded on a stock exchange licensed under the Securities Law (together, "Liquid Assets") exceeds NIS 8 million (approximately £1.3 million); their level of income over each of the preceding two years exceeds NIS 1.2 million (approximately £200,000), or the level of income of their "family unit" exceeds NIS 1.8 million (approximately £300,000); or the aggregate value of all their Liquid Assets exceeds NIS 5 million (approximately £830,000) and their level of income over each of the preceding two years exceeds NIS 600,000 (approximately £100,000), or the level of income of their "family unit" exceeds NIS 900,000 (approximately £150,000); each as defined in the said Addendum, as amended from time to time, and who in each case have provided written confirmation that they qualify as Sophisticated Investors, and that they are aware of the consequences of such designation and agree thereto; in all cases under circumstances that will fall within the private placement or other exemptions of the Joint Investment Trusts Law, the Securities Law and any applicable guidelines, pronouncements or rulings issued from time to time by the Israel Securities Authority. This Presentation may not be reproduced or used for any other purpose, nor be furnished to any other person other than those to whom copies have been sent. Any offeree who purchases a Product is purchasing such Product for its own benefit and account and not with the aim or intention of distributing or offering such Product to other parties (other than, in the case of an offeree which is a Sophisticated Investor by virtue of it being a banking corporation, portfolio manager or member of the Tel-Aviv Stock Exchange, as defined in the Addendum, where such offeree is purchasing Product for another party which is a Sophisticated Investor). Nothing in this Presentation should be considered investment advice or investment marketing as defined in the Regulation of Investment Counselling, Investment Marketing and Portfolio Management Law, 5755-1995. Investors are encouraged to seek competent investment counselling from a locally licensed investment counsel prior to making the investment. As a prerequisite to the receipt of a copy of this Presentation a recipient shall be required by the Fund to provide confirmation that it is a Sophisticated Investor purchasing Products for its own account or, where applicable, for other Sophisticated Investors. This Presentation does not constitute an offer to sell or solicitation of an offer to buy any securities other than the interests in the Fund offered hereby, nor does it constitute an offer to sell to or solicitation of an offer to buy from any person or persons in any state or other jurisdiction in which such offer or solicitation would be unlawful, or in which the person making such offer or solicitation is not qualified to do so, or to a person or persons to whom it is unlawful to make such offer or solicitation. STRICTLY CONFIDENTIAL EFTA01444374 63 EFTA01444375 GLDUS128 Patrick Gerschel Important Information for Recipients in Certain Jurisdictions (4/6) For persons in Japan. The information in relation to any interest and/ or investment has not been and will not be registered pursuant to Article 4, Paragraph 1 of the Financial Instruments and Exchange Law of Japan (Law no. 25 of 1948, as amended) (the "FIEL") and, accordingly, any interest and/or investment in them may not be offered or sold, directly or indirectly, in Japan or to, or for the benefit, of any Japanese person or to others for re-offering or resale, directly or indirectly, in Japan or to any Japanese person except under circumstances which will result in compliance with all applicable laws, regulations and guidelines promulgated by the relevant Japanese governmental and regulatory authorities and in effect at the relevant time. For this purpose, "Japanese person" means any person resident in Japan, including any corporation or other entity organized under the laws of Japan. In Japan, this material is distributed by Credit Suisse Securities (Japan) Limited ("CSJL"), a registered Financial Instruments Firm (Director-General of Kanto Local Finance Bureau (Kinsho) No. 66). CSJL is a member of Japan Securities Dealers Association, Financial Futures Association of Japan, Japan Investment Advisers Association and Type II Financial Instruments Firms Association. For persons in Malaysia. This document is provided on a confidential basis and made upon your request. This document does not constitute, and should not be construed as constituting, an offer or invitation to subscribe for or purchase any securities (as defined in the Capital Markets and Services Act 2007) in Malaysia or interests (as defined in the Companies Act 1965) to the public in Malaysia. The dispatch of this document does not make available any securities for subscription or purchase in Malaysia. This document has been issued outside of Malaysia and no issue, offer or invitation under this document has any effect in Malaysia. For persons in Mexico: This marketing material is distributed in the United Mexican States ("Mexico") by a Foreign Financial Institution (Institucion Financiera del Exterior) not subject to the supervision of the National Banking and Securities Commission (Comisi6n Nacional Bancaria y de Valores) (the "CNBV"). The securities mentioned herein are not registered in the National Securities Registry (Registro Nacional de Valores) (the "RNV") or in the International Quotation System (Sistema Internacional de Cotizaciones) (the "SIC") of the Mexican Stock Exchange (Bolsa Mexicana de Valores), therefore such securities, its issuance, offering, distribution and listing are not subject to the supervision of the CNBV or the provisions of Mexican law. The securities shall not be subject to public offering, listing or brokerage in Mexico unless registered in the RNV or the SIC pursuant to the applicable legal provisions. For persons in Monaco: This product may not be offered or sold, directly or indirectly, to the public in Monaco other than by a Monaco Bank or a duly authorized Monegasque intermediary acting as a professional institutional investor which has such knowledge and EFTA01444376 experience in financial and business matters as to be capable of evaluating the risks and merits of an investment in the Fund. Consequently, this document may only be communicated to banks duly licensed by the "Autorite de Controle Prudentiel" and fully licensed portfolio management companies by virtue of Law n° 1.144 of July 26, 1991 and Law 1.338 of September 7, 2007, duly licensed by the "Commission de Controle des Activites Financier-es. Such regulated intermediaries may in turn communicate this document to potential investors. For persons in New Zealand. This information has been prepared for and is provided only to permitted recipients in New Zealand who qualify as an "investment business" or "government agency" within the meaning of clause 37(1) and clause 40 of Schedule 1 of the New Zealand Financial Markets Conduct Act 2013. For persons in the Sultanate of Oman. The information contained in this Presentation neither constitutes a public offer of securities in the Sultanate of Oman as contemplated by the Commercial Companies Law of Oman (Royal Decree 4/74) or the Capital Market Law of Oman (Royal Decree 80/98), nor does it constitute an offer to sell, or the solicitation of any offer to buy Non-Omani securities in the Sultanate of Oman as contemplated by Article 139 of the Executive Regulations to the Capital Market Law (issued by Decision No.- 1/2009). Additionally, this Presentation is not intended to lead to the conclusion of any contract of whatsoever nature within the territory of the Sultanate of Oman. STRICTLY CONFIDENTIAL 64 EFTA01444377 GLDUS128 Patrick Gerschel Important Information for Recipients in Certain Jurisdictions (5/6) For persons in Qatar. The interests in the Fund are only being offered to a limited number of investors who are willing and able to conduct an independent investigation of the risks involved in an investment in such interests. The promotional documentation does not constitute an offer to the public and is for the use only of the named addressee and should not be given or shown to any other person (other than employees, agents or consultants in connection with the addressee's consideration thereof). The Fund has not been and will not be registered with the Qatar Central Bank or under any laws of the State of Qatar. No transaction will be concluded in your jurisdiction and any inquiries regarding the interests in the Fund should be made to Glendower. For persons in Saudi Arabia. This Presentation may may not be distributed in the Kingdom of Saudi Arabia except to such persons as are permitted under the Offers of Securities Regulations issued by the Capital Market Authority (the "CMA"). The CMA does not make any representation as to the accuracy or completeness of this Document, and expressly disclaims any liability whatsoever for any loss arising from, or incurred in reliance upon, any part of this Presentation. Prospective purchasers of the interests offered hereby should conduct their own due diligence on the accuracy of the information relating to the interests. If you do not understand the contents of this Presentation you should consult an authorized financial adviser. For persons in Singapore. This Presentation is not a prospectus as defined in the Securities and Futures Act, Chapter 289 of Singapore ("SFA") and has not been registered as a prospectus with the Monetary Authority of Singapore. Accordingly, statutory liability under the SFA in relation to the content of prospectuses would not apply, and this Presentation should not be construed in any way as a solicitation or an offer to buy or sell any interest or investment referred to in this Presentation . You should consider carefully whether the investment is suitable for you. The product named in this Presentation is not authorized or recognized by the Monetary Authority of Singapore (the "MAS") and none of its interests / shares / units shall be allowed to be offered to retail public in Singapore. This Presentation may be distributed only (i) to persons who are "institutional investors" under section 304 of the SFA. For persons in South Korea. This Presentation is being provided to you for general discussion purposes only to gauge the level of interest in the relevant products. The delivery of this Presentation to you should not be construed in any way as soliciting investment or offering to sell any interests described in this Presentation. Rather, before the sales of any fund product, the fund will first be registered with the Financial Services Commission in Korea and a locally licensed entity will be engaged. For persons in Switzerland. Credit Suisse provides no guarantee with regard to the content and completeness of the information and does not accept any EFTA01444378 liability for losses that might arise from making use of the information. If nothing is indicated to the contrary, all figures are unaudited. The information provided herein is for the exclusive use of the recipient. Private equity is private equity capital investment in companies that are not traded publicly (i.e., are not listed on a stock exchange). Private equity investments are generally illiquid and are seen as a long-term investment. Private equity investments, including the investment opportunity described herein, may include the following additional risks: (i) loss of all or a substantial portion of the investor's investment, (ii) investment managers may have incentives to make investments that are riskier or more speculative due to performance-based compensation, (iii) lack of liquidity as there may be no secondary market, (iv) volatility of returns, (v) restrictions on transfer, (vi) potential lack of diversification, (vii) high fees and expenses, (viii) little or no requirement to provide periodic pricing and (ix) complex tax structures and delays in distributing important tax information to investors. The representative of the Fund in Switzerland is Hugo Fund Services SA, 6 Cours de Rive, CH-1204 Geneva (the "Representative"). The offering documents, articles of association and audited financial statements can be obtained free of charge from the Representative. The place of performance for interests of the Fund offered or distributed in or from Switzerland is the registered office of the Representative. The courts of the canton of Geneva shall have jurisdiction in relation to any disputes arising out of the duties of the Representative. Any dispute related to the distribution of interests of the Fund in and from Switzerland shall be subject to the jurisdiction of the registered office of the distributor. The Paying Agent in Switzerland is Banque Cantonale de Geneve, 17 Quai de l'Ile, CH-1207 Geneva, Switzerland (the "Paying Agent"). Interests may be subscribed and/or redeemed with the Paying Agent. A handling commission will be charged by the Paying Agent. If a subscription or redemption is made through the Paying Agent, instructions and money must be received by the paying agent at least 24 hours before the appropriate dealing cut-off time. STRICTLY CONFIDENTIAL 65 EFTA01444379 GLDUS128 Patrick Gerschel Important Information for Recipients in Certain Jurisdictions (6/6) For persons in St. Kitts and Nevis. This Presentation does not constitute an offer or solicitation in St. Kitts and Nevis. This Presentation has not been reviewed by the Securities Commission or the Financial Services Regulatory Commission in St. Kitts and Nevis. No regulatory authority in St. Kitts and Nevis has passed upon the accuracy or adequacy of the offering or endorsed the merits of the offering. The Fund has not been and will not be registered with any regulatory authority in St. Kitts and Nevis. Each investor should consult his or her legal counsel or accountant or financial advisor for advice on the various legal, tax or economic matters concerning his or her investment in the Fund. There is risk involved in investing, with the ultimate risk being the loss of the investor's entire investment. For persons in UAE/Abu Dhabi/Dubai. This Presentation, and the information contained herein, does not constitute, and is not intended to constitute, a public offer of securities in the United Arab Emirates and accordingly should not be construed as such. The interests in the Fund are only being offered to a limited number of sophisticated investors in the UAE who (a) are willing and able to conduct an independent investigation of the risks involved in an investment in such interests , and (b) upon their specific request. The interests in the Fund have not been approved by or licensed or registered with the UAE Central Bank, the Securities and Commodities Authority or any other relevant licensing authorities or governmental agencies in the UAE. The Presentation is for the use of the named addressee only and should not be given or shown to any other person (other than employees, agents or consultants in connection with the addressee's consideration thereof). No transaction will be concluded in the UAE and any enquiries regarding the interests in the Fund should be made to Glendower. For persons in the United States of America. In making an investment decision prospective must rely on their own examination of the issuer and the terms of the offering, including the merits and risks involved. The Interests have not been recommended by any federal or state securities commission or regulatory authority. Furthermore, the foregoing authorities have not confirmed the accuracy or determined the adequacy of this Presentation. Any representation to the contrary is a criminal offense. The Interests have not been and will not be registered under the Securities Act, or any state or other securities laws or the laws of any non-U.S. jurisdiction, nor is such registration contemplated. The Interests will be offered and sold in the United States only to qualifying recipients of the Fund's private placement memorandum pursuant to the exemption from the registration requirements of the Securities Act provided by Section 4(2) and Regulation D thereof and any applicable regulations promulgated thereunder and in compliance with the applicable securities laws of the states and other EFTA01444380 jurisdictions where the offering will be made. The Interests are being sold for investment only and are subject to restrictions on transferability and resale and may not be transferred or resold except as provided in the Fund Partnership Agreement and as permitted under the Securities Act and the applicable state securities laws, pursuant to registration or exemption therefrom. Limited Partners should be aware that they will be required to bear the financial risks of an investment in the Interests for an indefinite period of time. The Fund will not be registered as an investment company under the Investment Company Act. Consequently, Investors will not be afforded the protections of the Investment Company Act. There will be no public market for the Interests, and there is no obligation on the part of any person to register the Interests under the Securities Act. STRICTLY CONFIDENTIAL 66 EFTA01444381 GLDUS128 Patrick Gerschel Important information Supplemental Disclosure by Deutsche Bank Securities Inc. and Deutsche Bank Trust Company Americas (together with its affiliates, "Deutsche Bank," "us," "our," or "we") We have sent you this document in our capacity as a solicitation agent for the fund associated with this presentation material. Although the information contained in this presentation has been obtained from sources we believe to be reliable, we do not guarantee its accuracy, completeness or fairness. Opinions and estimates that are contained in this presentation material may be changed without notice and involve a number of assumptions which may not prove valid. BEFORE ENTERING INTO ANY TRANSACTION YOU SHOULD TAKE STEPS TO ENSURE THAT YOU UNDERSTAND AND HAVE MADE AN INDEPENDENT ASSESSMENT OF THE APPROPRIATENESS OF THE TRANSACTION IN LIGHT OF YOUR OWN OBJECTIVES AND CIRCUMSTANCES, INCLUDING THE POSSIBLE RISKS AND BENEFITS OF ENTERING INTO SUCH TRANSACTION. YOU SHOULD ALSO CONSIDER MAKING SUCH INDEPENDENT INVESTIGATIONS AS YOU CONSIDER NECESSARY OR APPROPRIATE FOR SUCH PURPOSE. The past performance of the securities described in this presentation material does not guarantee or predict future performance. The securities described in this presentation material are not deposits, are not insured by the Federal Deposit Insurance Corporation (FDIC) or any other U S. governmental agency, are not obligations of or guaranteed by Deutsche Bank Trust Company Americas, Deutsche Bank Securities Inc., or any of their affiliates, and are subject to investment risks, including possible loss of the principal amount invested. Further, the securities described in this presentation have not been registered under the United States Securities Act of 1933 or the Investment Company Act of 1940. We or persons associated with us may earn compensation from the fund described in this presentation material or its affiliates through arrangements that may or may not directly involve our solicitation agent activities, such as the provision of brokerage or prime brokerage services or research. Our employees, including those of our investment representatives who may offer fund interests to clients, may now or in the future own interests in the fund described in this presentation material. Deutsche Bank does not provide accounting, tax or legal advice. Notwithstanding any other express or implied agreement, arrangement or understanding to the contrary, we hereby authorize you (and any of your employees, representatives or agents), subject to applicable U.S. federal and state securities laws, to disclose to any and all persons the structure and tax aspects of this potential transaction, and all materials of any kind (including opinions or EFTA01444382 other tax analyses) that are provided to you related to such structure and tax aspects, without Deutsche Bank imposing any limitations of any kind. This authorization is effective without limitation of any kind from the commencement of our discussion. 027210 042718 Deutsche Bank Wealth Management EFTA01444383

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