merger tracker monthly february 2011

February 2011

Steven M. Bernard, CFADirector of M&A Market [email protected]+1.312.364.8221

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Table of Contents

Commentary 1

Global Activity 3 Regional Transactions 3 Middle-Market Regional Transactions 4 Annual Transactions 5

U.S. M&A Activity 6 Transaction Detail 6 Annual Activity 7 Valuation Multiples 8 Private-Equity Transaction Analysis 9 Transaction Breakdown 11 Industry Breakdown 13 Cross-Border Transaction Analysis 14

U.S. Financing Markets 16 Debt Capital Markets 16 Equity Capital Markets 18

European M&A Activity 19 Transaction Detail 19 Annual Activity 20 Valuation Multiples 21 Private-Equity Transaction Analysis 22

Emerging Markets M&A Activity 23

Select William Blair & Company Transactions 24

William Blair & Company Corporate Finance Contact List 29

William Blair & Company Corporate Industry Coverage 31

Notes 32

Disclosures 33

Commentary

1

Commentary

OVERVIEW

Following a strong 2010, in which M&A activity increased significantly from the prior year and posted its first annual increase in three years, the new year kicked off with somewhat mixed results. However, we continue to expect the favorable momentum from 2010 to continue through 2011, as most of the positive factors driving M&A activity remain in place. Although the strength of the economic recovery continues to be somewhat of an unknown, the situation is vastly improved from 12-18 months ago, resulting in higher corporate earnings and profitability. This, in turn, has led to increased optimism among corporate officers and investors, which has helped drive equity prices to new multiyear highs. In addition, increasing liquidity in the debt markets, coupled with about $400 billion-$500 billion of committed but uninvested capital, has resulted in an acceleration of private-equity activity. To reiterate, we believe that the overall environment for transaction activity remains favorable and all signs point to another solid year for M&A activity in the current year.

GLOBAL M&A HIGHLIGHTS

For January, the number of announced global transactions totaled 3,058, a 7.2% decline from the corresponding period last year, which was an exceptionally strong month.

However, the total disclosed dollar volume for the month was $215.1 billion, a 10.8% increase from the corresponding period last year.

The number of middle-market global M&A transactions for the month declined 2.4%, to 1,431, with declines in four of the five regions.

However, disclosed dollar volume rose 22.5%, to $74.7 billion, as four of the five regions experienced double-digit increases.

Commentary (cont'd)

www.williamblair.com 2

Commentary (cont'd)

U.S. M&A HIGHLIGHTS

There were a total of 1,004 announced U.S. transactions in January, a 6.8% decline from the corresponding period last year, although this total was mostly in line with the LTM monthly average of 1,029.

The disclosed dollar volume of announced transactions was $124.2 billion, up 99.9% from the corresponding period last year and also well above the LTM monthly average of $96.1 billion.

Middle-market activity for the month posted similarly mixed results, as the number of transactions declined 10.8%, while dollar volume rose a respectable 20.3%, to $27.0 billion.

The upper end of the middle market experienced the most strength, with double-digit increases in both the number of transactions and the disclosed dollar volume.

Overall private-equity activity continues to accelerate, with 12 straight months of increased transactions compared with the prior year. For the month, there were 182 transactions, up 38.9% and well above the LTM monthly average of 149.

The disclosed dollar value of $12.4 billion was nearly double the comparable period last year, although it was well below the LTM monthly average of $21.8 billion.

As the equity markets have rebounded, public companies have continued to increase their share of M&A activity relative to the other market participants. Public companies currently represent 28.7% of all acquirers, compared with 28.3% for 2010 and just 21.5% for 2009.

Although recent results were quite strong, the number and dollar volume of bankruptcy and distressed transactions appear to be tapering off.

EUROPEAN M&A HIGHLIGHTS The total number of announced European deals for the month was 1,146, down 10.6% from the year-ago

period and also slightly below the TTM monthly average of 1,259. In addition, the total dollar volume for the month was just $56.2 billion, down 35.1% from the year-ago period

and also well below the LTM monthly average of $81.0 billion. European middle-market activity was slightly stronger, with 344 announced deals in January, down a very

modest 2.0% compared with the corresponding period last year. However, the dollar volume of $24.0 billion represented a 19.4% increase compared with the year-ago

period, although it was far short of the LTM monthly average of $29.4 billion. The median enterprise value/EBITDA multiple for all European transactions continues to rebound from the

2009 lows and currently stands at 9.2 times for the LTM period, up from 7.2 times for all of 2009 and 9.1 times for 2010.

There were a total of 121 European private-equity transactions for the month, a 13.1% increase from the comparable period last year but slightly below the LTM monthly average of 134 transactions.

Global Activity

3

Global Activity Regional Transactions

The number of announced global transactions for January totaled 3,058, a 7.2% decline from the corresponding period last year, which was an exceptionally strong month.

Four of the five regions showed a decline in the number of deals, led by a double-digit decline in Europe.

However, the total disclosed dollar volume for the month was $215.1 billion, up 10.8% from the corresponding period last year.

Three of the five regions reported increases in deal value, led by North America, which more than doubled, and a more than 50% increase in Asia-Pacific.

Global M&A Activity Detail

Sources: Dealogic and William Blair & Company, L.L.C. Mergers and Acquisitions market analysis

2009 2010 2011% Chg.

'11 vs. '10 2009 2010 2011% Chg.

'11 vs. '10JANUARYNorth America 871 1,055 1,018 (3.5%) $99,095 $46,444 $109,820 136.5%Latin America 62 118 132 11.9% $11,895 $49,802 $14,829 (70.2%)Europe 1,282 1,133 958 (15.4%) $40,219 $64,557 $40,885 (36.7%)Africa / Middle East 64 85 73 (14.1%) $4,945 $3,033 $3,166 4.4%Asia Pacific 839 905 877 (3.1%) $21,824 $30,424 $46,449 52.7%TOTAL 3,118 3,296 3,058 (7.2%) $177,978 $194,261 $215,149 10.8%

YTDNorth America 871 1,055 1,018 (3.5%) $99,095 $46,444 $109,820 136.5%Latin America 62 118 132 11.9% $11,895 $49,802 $14,829 (70.2%)Europe 1,282 1,133 958 (15.4%) $40,219 $64,557 $40,885 (36.7%)Africa / Middle East 64 85 73 (14.1%) $4,945 $3,033 $3,166 4.4%Asia Pacific 839 905 877 (3.1%) $21,824 $30,424 $46,449 52.7%TOTAL 3,118 3,296 3,058 (7.2%) $177,978 $194,261 $215,149 10.8%

LTMNorth America 10,529 8,943 11,945 33.6% $973,783 $721,414 $1,001,051 38.8%Latin America 1,048 883 1,239 40.3% $105,249 $121,185 $196,276 62.0%Europe 14,010 13,188 13,249 0.5% $993,760 $556,982 $678,332 21.8%Africa / Middle East 980 795 1,059 33.2% $54,364 $43,041 $87,059 102.3%Asia Pacific 13,998 12,760 12,810 0.4% $513,867 $492,274 $605,522 23.0%TOTAL 40,565 36,569 40,302 10.2% $2,641,023 $1,934,896 $2,568,241 32.7%

NUMBER OF DEALS DEAL VALUE

Global Activity (cont'd)


MiddleMarket Regional Transactions Global Activity (cont'd)

The number of middle-market global M&A transactions for the month declined 2.4%, to 1,431, with declines in four of the five regions.

However, disclosed dollar volume rose 22.5%, to $74.7 billion, as four of the five regions experienced double-digit increases.

Global Middle-Market M&A Activity Detail


2009 2010 2011% Chg.

'11 vs. '10 2009 2010 2011% Chg.

'11 vs. '10JANUARYNorth America 383 446 436 (2.2%) $12,061 $19,673 $24,107 22.5%Latin America 26 50 60 20.0% $2,229 $4,158 $4,745 14.1%Europe 342 283 267 (5.7%) $16,085 $14,850 $17,233 16.0%Africa / Middle East 31 36 32 (11.1%) $2,386 $1,583 $1,211 (23.5%)Asia Pacific 609 651 636 (2.3%) $18,210 $20,696 $27,379 32.3%TOTAL 1,391 1,466 1,431 (2.4%) $50,971 $60,960 $74,676 22.5%

YTDNorth America 383 446 436 (2.2%) $12,061 $19,673 $24,107 22.5%Latin America 26 50 60 20.0% $2,229 $4,158 $4,745 14.1%Europe 342 283 267 (5.7%) $16,085 $14,850 $17,233 16.0%Africa / Middle East 31 36 32 (11.1%) $2,386 $1,583 $1,211 (23.5%)Asia Pacific 609 651 636 (2.3%) $18,210 $20,696 $27,379 32.3%TOTAL 1,391 1,466 1,431 (2.4%) $50,971 $60,960 $74,676 22.5%

LTMNorth America 4,638 4,122 6,302 52.9% $269,943 $210,169 $318,884 51.7%Latin America 532 444 592 33.3% $36,486 $38,275 $47,245 23.4%Europe 5,267 4,077 4,131 1.3% $379,638 $214,887 $272,293 26.7%Africa / Middle East 542 426 538 26.3% $36,666 $22,931 $29,257 27.6%Asia Pacific 10,396 9,540 9,329 (2.2%) $318,934 $290,454 $327,002 12.6%TOTAL 21,375 18,609 20,892 12.3% $1,041,667 $776,717 $994,681 28.1%


Global Activity (cont'd)

5

Global Activity (cont'd) Annual Transactions

Global M&A Activity

Number of Deals

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2010 YTD

2011 YTD

>$750M 644 340 296 293 439 579 798 1,022 595 381 633 27 47 Middle Market 15,900 13,029 12,428 11,958 13,805 16,890 19,114 22,058 21,864 18,531 20,927 1,468 1,431 Undisclosed 14,258 13,301 12,223 10,585 11,739 13,639 16,648 19,403 18,806 17,504 19,027 1,804 1,581 Deal Value $3,033 $1,573 $1,240 $1,357 $1,944 $2,758 $3,628 $4,256 $2,682 $1,917 $2,547 $194 $215


Undisclosed Deal Value>$750MMiddle Market

30,802

26,67024,947

22,83625,983

31,108

36,560

42,483 41,265

36,416

40,587

3,299 3,059

$0

$500

$1,000

$1,500

$2,000

$2,500

$3,000

$3,500

$4,000

$4,500

0

5,000

10,000

15,000

20,000

25,000

30,000

35,000

40,000

45,000

Deal Value($ in billions)Number of Deals

U.S. M&A Activity


Transaction Detail U.S. M&A Activity Transaction Detail

There were a total of 1,004 announced U.S. transactions in January, a 6.8% decline from the corresponding period last year, although this total was mostly in line with the LTM monthly average of 1,029.

The disclosed dollar volume of announced transactions was $124.2 billion, up 99.9% from the corresponding period last year and also well above the LTM monthly average of $96.1 billion.

Middle-market activity for the month posted similarly mixed results, as the number of transactions declined 10.8%, while dollar volume rose a respectable 20.3%, to $27.0 billion.

The upper end of the middle market experienced the most strength, with double-digit increases in both the number of transactions and the disclosed dollar volume.

U.S. M&A Activity Detail


2009 2010 2011% Chg.

'11 vs. '10 2009 2010 2011% Chg.

'11 vs. '10JANUARY< $50M 311 327 275 (15.9%) $3,769 $3,770 $3,590 (4.8%)$50M-$250M 54 83 82 (1.2%) $5,538 $9,184 $9,987 8.7%$250M-$750M 14 25 31 24.0% $5,587 $9,493 $13,421 41.4%Total Middle-Market 379 435 388 (10.8%) $14,895 $22,446 $26,998 20.3%Monthly Average 391 347 502 44.9% $28,108 $20,207 $30,596 51.4%> 750M 9 13 24 84.6% $88,124 $39,671 $97,194 145.0%Undisclosed 541 629 592 (5.9%) – – – –Total Deals 929 1,077 1,004 (6.8%) $103,018 $62,117 $124,192 99.9%Monthly Average 927 786 1,029 30.9% $91,900 $69,851 $96,067 37.5%

YTD< $50M 311 327 275 (15.9%) $3,769 $3,770 $3,590 (4.8%)$50M-$250M 54 83 82 (1.2%) $5,538 $9,184 $9,987 8.7%$250M-$750M 14 25 31 24.0% $5,587 $9,493 $13,421 41.4%Total Middle-Market 379 435 388 (10.8%) $14,895 $22,446 $26,998 20.3%> 750M 9 13 24 84.6% $88,124 $39,671 $97,194 145.0%Undisclosed 541 629 592 (5.9%) – – – –Total Deals 929 1,077 1,004 (6.8%) $103,018 $62,117 $124,192 99.9%

LTM< $50M 3,164 3,075 4,474 45.5% $45,097 $38,141 $45,041 18.1%$50M-$250M 1,134 811 1,096 35.1% $126,693 $92,620 $128,339 38.6%$250M-$750M 392 274 459 67.5% $165,502 $111,727 $193,778 73.4%Total Middle-Market 4,690 4,160 6,029 44.9% $337,292 $242,487 $367,158 51.4%> 750M 209 158 308 94.9% $765,506 $595,727 $785,641 31.9%Undisclosed 6,223 5,113 6,008 17.5% – – – –Total Deals 11,122 9,431 12,345 30.9% $1,102,798 $838,214 $1,152,799 37.5%


U.S. M&A Activity (cont'd)

7

U.S. M&A Activity (cont'd) Annual Activity

U.S. M&A Activity

Number of Deals

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2010 YTD

2011 YTD

>$750M 275 190 128 146 233 281 361 462 229 154 297 13 24 Middle Market 6,781 4,626 4,007 4,231 4,521 4,459 4,535 4,514 4,742 4,103 6,038 435 388 Undisclosed 5,661 5,266 4,792 4,399 5,151 5,319 7,473 8,298 6,433 5,014 6,011 629 592 Deal Value $1,609 $871 $567 $687 $992 $1,298 $1,645 $1,753 $1,086 $879 $1,098 $62 $124


U.S. Middle-Market M&A Activity

Number of Deals

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2010 YTD

2011 YTD

$250-750M 512 296 289 314 403 424 534 624 420 263 452 25 31 $50-250M 1,580 1,010 889 1,065 1,217 1,268 1,293 1,331 1,196 783 1,087 83 82 <$50M 4,689 3,320 2,829 2,852 2,901 2,767 2,708 2,559 3,126 3,057 4,499 327 275 Deal Value $462 $279 $258 $291 $351 $364 $419 $465 $356 $235 $360 $22 $27

Sources: Dealogic and William Blair & Company, L.L.C. Mergers and Acquisitions market analysis .


12,717

10,082

8,927 8,7769,905 10,059

12,36913,274

11,404

9,271

12,346

1,077 1,004

$0

$600

$1,200

$1,800

$2,400

0

5,000

10,000

15,000

Deal Value($ in billions)

Number of Deals

<$50M Deal Value$250-750M$50-250M

6,781

4,626

4,0074,231 4,521 4,459 4,535 4,514 4,742

4,103

6,038

435 388

$0

$100

$200

$300

$400

$500

$600

0

1,000

2,000

3,000

4,000

5,000

6,000

7,000


Number of Deals



Valuation Multiples U.S. M&A Activity (cont'd)

Overall, acquisition multiples as measured by enterprise value/EBITDA continue to rebound from recent lows as the worst of the economic downturn appears to have passed.

We have noticed over the past several months that the valuation differential between smaller and larger transactions has begun to shrink, possibly indicating that multiples have begun to peak.

The one- and four-week acquisition premiums paid for public companies continue to trend downward from their highest levels in a decade as equity prices continue to rebound.

U.S. EV/EBITDA Valuation Multiples(1)

Middle Market 7.3x 7.1x 8.0x 7.3x 9.3x 10.1x 10.1x 10.0x 8.1x 7.1x 9.7x 9.4x

Overall Market 8.1x 7.9x 8.0x 8.4x 10.0x 10.5x 11.1x 11.9x 9.5x 8.7x 10.0x 10.0x

1) Effective with the August 2009 issue, we revised our parameters to exclude transactions in the financial institutions sector. All periods have been recalculated and the current results are not comparable to those published before August 2009


U.S. EV/EBITDA Middle-Market Valuation Multiples(1)

< $50M 5.5x 6.1x 8.0x 7.2x 7.7x 7.0x 8.9x 8.8x 7.2x 3.9x 7.7x 7.7x

$50M-$250M 7.3x 7.4x 7.3x 6.8x 8.6x 10.5x 9.6x 11.6x 10.1x 7.2x 9.4x 9.2x

$250M-$750M 8.3x 8.3x 9.4x 9.2x 10.5x 10.3x 11.0x 9.9x 7.9x 9.4x 10.6x 9.8x

(1) Effective with the August 2009 issue, we revised our parameters to exclude transactions in the financial institutions sector. All periods have been recalculated and the current results are not comparable to those published before August 2009


Median Acquisition Premiums

1-Week Premium 41.2% 46.9% 45.0% 35.2% 26.4% 32.0% 27.4% 29.6% 38.2% 50.7% 48.3% 45.9%

4-Week Premium 49.0% 52.7% 47.5% 41.7% 29.8% 35.9% 30.3% 31.7% 42.8% 54.3% 51.6% 50.0%


3.0x

6.0x

9.0x

12.0x

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 LTM

Middle Market Overall Market

(1)

3.0x

8.0x

13.0x

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 LTM

< $50M $50M-$250M $250M-$750M

(1)

20.0%

40.0%

60.0%

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 LTM

1-Week Premium 4-Week Premium


9

U.S. M&A Activity (cont'd) PrivateEquity Transaction Analysis

Overall private-equity activity continues to accelerate, with 12 straight months of increased transactions compared with the prior year. For the month, there were 182 transactions, up 38.9% and well above the LTM monthly average of 149.

The disclosed dollar value of $12.4 billion was nearly double the comparable period last year, although it was well below the LTM monthly average of $21.8 billion.

U.S. Private-Equity Activity Detail


U.S. Private-Equity Activity

Number of Deals

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2010 YTD

2011 YTD

>$750M 29 21 26 34 74 92 120 164 50 40 99 1 5 Middle Market 769 554 613 700 991 974 1,101 909 862 776 847 55 55 Undisclosed 506 481 478 628 777 1,002 1,270 1,509 1,067 705 917 75 122 Deal Value $133 $86 $97 $132 $249 $333 $582 $651 $215 $176 $289 $6 $12 Sources: Dealogic and William Blair & Company, L.L.C. Mergers and Acquisitions market analysis

2009 2010 2011% Chg.

'11 vs. '10 2009 2010 2011% Chg.

'11 vs. '10JANUARYMiddle-Market 81 55 55 0.0% $3,119 $4,360 $6,749 54.8%Monthly Average 72 65 71 9.1% $7,204 $5,636 $8,542 51.5%> 750M 2 1 5 400.0% $2,850 $1,869 $5,665 203.0%Undisclosed 88 75 122 62.7% – – – –Total Deals 171 131 182 38.9% $5,969 $6,230 $12,414 99.3%Monthly Average 169 126 149 18.2% $21,561 $13,733 $21,775 58.6%

YTDMiddle-Market 862 776 847 9.1% $3,119 $4,360 $6,749 54.8%> 750M 50 40 99 147.5% $2,850 $1,869 $5,665 203.0%Undisclosed 1,067 705 917 30.1% – – – –Total Deals 1,979 1,521 1,863 22.5% $5,969 $6,230 $12,414 99.3%

LTMMiddle-Market 862 776 847 9.1% $86,453 $67,635 $102,499 51.5%> 750M 50 40 99 147.5% $108,441 $109,169 $191,391 75.3%Undisclosed 1,067 705 917 30.1% – – – –Total Deals 1,979 1,521 1,863 22.5% $194,894 $176,804 $293,890 66.2%



1,3041,056 1,117

1,362

1,8422,068

2,491

1,979

1,521

1,863

131 182

$0$100$200$300$400$500$600$700

0

500

1,000

1,500

2,000

2,500


2,503



PrivateEquity Transaction Analysis (cont’d) U.S. M&A Activity (cont'd)

Computers and electronics, which was the top private-equity-targeted sector in 2010, remains the most active sector for private-equity investors, with 50 announced transactions so far in 2011. Far behind are professional services, with 28 transactions, and healthcare, with 15 transactions. These three industries alone continue to represent about 50% of the total.

Based on disclosed dollar volume, the computers and electronics sector is currently the most active, at $4.8 billion, well ahead of real estate and chemicals.

Private-Equity Activity by Target Sector


2008 2009 2010 2011 YTD 2008 2009 2010 2011 YTD

Aerospace 11 6 7 – $2,555 $1,050 $3,711 –Agribusiness 9 6 6 – $150 $224 $90 –Auto/Truck 50 42 43 2 $871 $1,486 $4,240 $76Chemicals 61 31 53 8 $5,357 $1,124 $7,935 $1,451Computers & Electronics 416 367 450 50 $22,649 $28,492 $28,510 $4,827Construction/Building 78 47 61 1 $3,788 $1,774 $4,481 $35Consumer Products 66 35 44 5 $5,947 $2,726 $9,214 –Defense 4 – 2 – $25 – $1,582 –Dining & Lodging 29 17 26 2 $3,616 $1,228 $10,359 $358Finance 98 82 112 4 $33,252 $29,734 $18,893 –Food & Beverage 53 37 66 7 $7,767 $8,444 $20,435 $226Forestry & Paper 16 6 19 1 $1,103 $302 $7,183 –Government 2 1 5 – $8 – $734 –Healthcare 201 175 251 15 $15,201 $14,696 $41,664 $1,141Holding Companies 16 6 12 1 $1,857 $65 $618 $339Insurance 42 24 27 13 $3,106 $3,617 $4,428 $317Leisure & Recreation 28 32 35 3 $2,225 $4,781 $3,465 $320Machinery 53 34 40 1 $1,791 $2,133 $4,332 –Metal & Steel 46 26 41 2 $3,082 $689 $6,318 $42Mining 11 7 7 3 $911 $195 $540 $108Oil & Gas 63 38 69 7 $7,758 $3,927 $30,647 $38Professional Services 248 174 224 28 $15,877 $5,752 $19,440 $833Publishing 38 40 39 3 $1,467 $2,167 $653 $66Real Estate/Property 44 22 26 5 $4,906 $3,867 $2,758 $2,252Retail 65 51 65 5 $4,431 $3,948 $12,450 –Telecommunications 72 60 83 7 $37,789 $8,232 $18,577 $80Textile 17 5 19 4 $1,206 $228 $3,995 $70Transportation 56 30 36 4 $3,136 $2,259 $3,815 –Utility & Energy 45 51 52 5 $19,645 $6,696 $16,897 $140

TOTAL 1,938 1,452 1,920 186 $211,478 $139,836 $287,963 $12,719

NUMBER OF DEALS DOLLAR VOLUME


11

U.S. M&A Activity (cont'd) Transaction Breakdown

As the equity markets have rebounded, public companies have continued to increase their share of M&A activity relative to the other market participants. Public companies currently represent 28.7% of all acquirers, compared with 28.3% for 2010 and just 21.5% for 2009. Private companies represented 40.9% of acquirers over the last 12 months, down from the 41.8% for 2010, while private equity continues to increase its share.

Private companies continue to account for a majority (65.5%) of all transaction targets, a slight decline from 2010, while the other three categories increased their totals marginally.

U.S. Middle-Market M&A Activity by Acquirer(1)

Private 32.6% 31.2% 30.3% 27.4% 28.9% 21.7% 35.4% 46.1% 46.2% 39.7% 41.8% 40.9% Public 60.9% 53.9% 48.5% 36.9% 44.3% 31.7% 30.9% 36.2% 36.8% 21.5% 28.3% 28.7% Private Equity 12.0% 9.1% 11.1% 11.7% 15.1% 14.0% 16.7% 19.7% 18.0% 11.4% 13.3% 13.9% Foreign 15.4% 16.0% 13.7% 8.6% 10.7% 11.3% 13.1% 18.4% 22.0% 14.2% 16.6% 16.5%

(1) As of May 2010, we have adjusted the data to include transactions with no disclosed value, rather than just middle-market deals. Sources: Dealogic and William Blair & Company, L.L.C. Mergers and Acquisitions market analysis

U.S. Middle-Market M&A Activity by Target(1)

Private 63.9% 49.6% 48.9% 43.0% 52.5% 64.0% 67.1% 69.2% 64.4% 61.0% 66.0% 65.5% Public 8.8% 7.4% 6.2% 6.3% 4.2% 3.9% 3.3% 3.7% 4.3% 3.8% 4.7% 4.8% Private Equity 2.1% 3.3% 3.8% 5.3% 6.5% 6.9% 5.8% 5.7% 4.7% 4.6% 5.8% 6.0% Divestiture 25.1% 39.6% 41.1% 45.7% 37.1% 25.2% 23.6% 21.4% 26.4% 30.4% 23.6% 23.7%

(1) As of May 2010, we have adjusted the data to include transactions with no disclosed value, rather than just middle-market deals. Sources: Dealogic and William Blair & Company, L.L.C. Mergers and Acquisitions market analysis

0.0%

25.0%

50.0%

75.0%

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 LTM

Percent of Deals Private Public Private Equity Foreign

(1)

0.0%

25.0%

50.0%

75.0%

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 LTM

Percent of Deals Private Public Private Equity Divestiture

(1)



Transaction Breakdown (cont’d) U.S. M&A Activity (cont'd)

Distressed U.S. M&A Activity

Number of Deals

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2010 YTD

2011 YTD

>$750M 1 10 10 13 13 2 2 5 11 20 12 1 2 Middle Market 25 102 231 246 132 27 22 32 48 179 118 22 5 Undisclosed 16 51 82 71 49 16 23 36 61 195 143 10 10 Deal Value $4.0 $31.7 $49.3 $46.0 $30.0 $8.7 $6.0 $18.1 $43.1 $81.3 $91.6 $16.7 $11.5


U.S. Take-Private Transaction Activity

Number of Deals

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2010 YTD

2011 YTD

>750M 2 2 4 3 9 15 31 33 6 2 19 3 2 Middle Market 59 61 51 69 29 26 36 32 24 32 34 0 0 Deal Value $11.1 $6.9 $10.0 $8.3 $28.0 $54.3 $263.7 $259.9 $11.3 $11.7 $53.3 $0.3 $0.8 Sources: Dealogic and William Blair & Company, L.L.C. Mergers and Acquisitions market analysis

Transaction Consideration

Number of Deals

1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 LTM

Stock Only 39.2% 29.4% 23.1% 26.7% 20.1% 19.4% 21.2% 13.2% 13.9% 18.8% 13.6% 16.2% Cash Only 38.2% 43.7% 56.8% 56.5% 59.3% 61.2% 66.2% 72.3% 75.2% 59.1% 58.7% 63.8% Cash/Stock 20.8% 24.0% 14.0% 14.8% 19.3% 18.4% 11.2% 12.9% 9.6% 19.4% 24.8% 17.0% Other 1.8% 2.9% 6.2% 2.0% 1.3% 1.0% 1.4% 1.6% 1.3% 2.8% 2.9% 3.0%



42

163

323 330

194

45 47 73 120

394

273

3317

$0

$20

$40

$60

$80

$100

0

100

200

300

400

500


Middle Market Deal Value >750M

61 6355

72

38 41

67 65

30 34

53

3 2$0$50$100$150$200$250$300

0

30

60

90


Number of Deals

OtherCash/StockCash OnlyStock Only

0.0%

20.0%

40.0%

60.0%

80.0%

Percent of Deals


13

U.S. M&A Activity (cont'd) Industry Breakdown

For the month, 9 of the 14 industry sectors showed an increase in the year-over-year number of deals. The computers and electronics sector was the most active, with 174 announced transactions, while the consumer products sector experienced the largest increase, at 144.4%.

For the middle market, 9 of the 14 sectors showed an increase in the number of transactions compared with last year. The computers and electronics sector was the most active, with 90 announced transactions, while the number of building and construction sector transactions increased 300%.

In terms of dollar volume, nine of the industry segments are experiencing a year-over-year increase, with energy and power the most active sector and the materials sector showing the largest percentage gain.

In the middle market, 12 of the 14 sectors are experiencing an increase. The computers and electronics sector is the most active middle market sector, at $3.7 billion.

Transaction Activity by Target Sector


TRANSACTIONS Mid-Mkt Total Mid-Mkt Total Mid-Mkt Total Mid-Mkt Total Mid-Mkt Total Mid-Mkt Total

Business Services 348 1,755 363 1,301 333 1,048 613 1,472 40 126 19 128

Computers & Electronics 630 1,744 738 1,694 829 1,663 1,293 2,285 79 177 90 174

Construction/Building 80 400 73 312 48 205 73 255 2 20 8 18

Consumer Products 112 459 81 236 52 154 66 177 4 9 6 22

Consumer Services 178 674 152 425 160 354 230 504 14 34 17 38

Energy & Power 310 734 396 706 337 622 462 813 30 63 33 70

Financial 273 1,011 253 771 189 692 290 822 14 65 10 61

Food & Beverage 41 204 47 175 38 132 80 205 1 12 4 17

Healthcare 358 945 444 888 539 950 793 1,217 53 92 56 110

Industrial Products 118 503 132 427 95 272 135 345 15 37 11 29

Materials 190 649 218 577 178 414 253 550 24 41 15 49

Real Estate/Property 240 561 200 426 145 272 314 529 15 33 33 67

Telecommunications 161 454 161 342 147 306 171 309 5 15 12 22

Transportation 57 250 57 200 30 107 67 172 9 23 2 13

Other 60 179 65 179 25 105 58 169 3 21 4 12

TOTAL 3,156 10,522 3,380 8,659 3,145 7,296 4,898 9,824 308 768 320 830

$ VOLUME (B)

Business Services $26,091 $91,498 $19,172 $31,235 $12,165 $24,927 $12,165 $24,927 $888 $2,835 $1,120 $1,120

Computers & Electronics $42,677 $120,149 $29,830 $75,273 $23,702 $65,785 $23,702 $65,785 $1,734 $1,734 $3,676 $9,275

Construction/Building $7,730 $45,498 $5,464 $8,666 $2,830 $7,089 $2,830 $7,089 $83 $83 $246 $246

Consumer Products $7,521 $29,018 $5,148 $21,282 $2,397 $8,752 $2,397 $8,752 $80 $1,949 $576 $576

Consumer Services $21,495 $85,668 $11,331 $24,258 $10,622 $16,234 $10,622 $16,234 $1,122 $1,122 $1,232 $1,232

Energy & Power $44,411 $210,965 $44,897 $102,495 $27,881 $90,605 $27,881 $90,605 $1,734 $15,734 $2,645 $29,727

Financial $33,238 $211,589 $24,619 $143,394 $16,743 $97,807 $16,743 $97,807 $1,018 $2,286 $1,238 $2,266

Food & Beverage $4,444 $30,007 $4,114 $98,723 $3,101 $19,872 $3,101 $19,872 $0 $3,700 $96 $96

Healthcare $33,289 $141,765 $28,395 $137,947 $26,336 $179,659 $26,336 $179,659 $2,256 $2,256 $3,452 $4,452

Industrial Products $13,816 $45,234 $9,483 $11,433 $5,318 $20,151 $5,318 $20,151 $582 $582 $1,514 $2,464

Materials $23,389 $101,018 $14,766 $58,430 $9,030 $15,678 $9,030 $15,678 $1,581 $1,581 $746 $22,720

Real Estate/Property $36,753 $139,495 $21,000 $33,238 $9,920 $14,845 $9,920 $14,845 $945 $2,095 $1,930 $13,122

Telecommunications $18,689 $83,316 $10,345 $82,439 $11,062 $90,904 $11,062 $90,904 $304 $304 $903 $2,729

Transportation $8,938 $31,248 $5,015 $11,730 $2,177 $39,443 $2,177 $39,443 $538 $538 $15 $15

Other $5,423 $18,724 $5,670 $6,492 $1,241 $3,791 $1,241 $3,791 $80 $80 $426 $426

TOTAL $327,903 $1,385,193 $239,248 $847,036 $164,525 $695,541 $164,525 $695,541 $12,945 $36,879 $19,816 $90,466

2011 YTD20102007 2008 2009 2010 YTD



CrossBorder Transaction Analysis U.S. M&A Activity (cont'd)

For the overall market, the LTM transaction breakdown remains about 60%/40% in favor of outbound transactions, similar to the totals for recent years.

In the middle market, the LTM transaction breakdown favors the outbound transactions 60% to 40%. For middle-market and undisclosed transactions, the most actively targeted U.S. industries by foreign

buyers are computers and electronics, healthcare, and professional services. The most active foreign buyers making acquisitions in the United States are Canada, the United

Kingdom, and France. The top industries outside the United States targeted by U.S. buyers are computer/electronics,

professional services, and mining. The top country targeted by U.S. buyers was Canada, followed by the China and India.

U.S. Middle-Market Cross-Border M&A by Number of Deals

Number of Deals

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 LTM

Inbound Middle Market 680 569 435 361 424 527 516 625 744 556 637 633 Undisclosed 395 446 404 258 356 517 750 841 680 506 600 593

Value $65.2 $38.2 $29.4 $23.7 $37.5 $42.4 $56.6 $65.4 $51.0 $35.6 $49.0 $49.5

Outbound Middle Market 857 672 541 511 674 727 826 1,066 1,089 725 898 884 Undisclosed 1,039 761 549 478 601 646 796 1,011 1,032 715 1,023 1,034

Value $69.9 $48.3 $34.2 $37.4 $55.9 $57.8 $71.9 $102.3 $89.3 $47.1 $70.3 $70.3


Outbound Deal ValueInbound Deal ValueOutbound Inbound

1,896

1,433

1,090 989

1,2751,373

1,622

2,0772,121

1,440

1,921 1,918

1,075 1,015839

619780

1,0441,266

1,466 1,424

1,062 1,237 1,226

$0

$20

$40

$60

$80

$100

$120

0

500

1,000

1,500

2,000

2,500



15

U.S. M&A Activity (cont'd) CrossBorder Transaction Analysis (cont’d)

U.S. Cross-Border M&A – Number of Transactions

U.S. Cross-Border M&A – Transaction Value

U.S. Cross-Border M&A Transactions – 2011 YTD

U.S. Cross-Border M&A Transactions – 2010

2009 2010 2011 YTD 2009 2010 2011 YTD 2009 2010 2011 YTDMiddle Market 556 627 44 1,089 725 60 1,645 1,352 104 > $750M 19 52 3 38 26 6 57 78 9 Undisclosed 506 588 50 1,032 715 85 1,538 1,303 135 Total 1,081 1,267 97 2,159 1,466 151 3,240 2,733 248

INBOUND OUTBOUND TOTAL

2009 2010 2011 YTD 2009 2010 2011 YTD 2009 2010 2011 YTDMiddle Market $35,556 $49,160 $3,520 $47,078 $68,787 $5,389 $82,634 $117,947 $8,909> $750M $41,788 $156,995 $3,526 $69,784 $114,881 $15,605 $111,572 $271,876 $19,131Undisclosed – – – – – – – – –Total $77,344 $206,155 $7,046 $116,862 $183,668 $20,994 $194,206 $389,823 $28,040

INBOUND OUTBOUND TOTAL

Target Industry Deals Acquiror Country Deals Target Industry Deals Acquiror Country DealsComputers & Electronics 19 Canada 25 Computers & Electronics 34 Canada 36Healthcare 14 United Kingdom 13 Professional Services 16 China 12Professional Services 9 France 8 Mining 10 India 11Utility & Energy 7 Japan 7 Finance 9 United Kingdom 10Consumer Products 6 China 6 Real Estate/Property 9 Germany 7

INBOUND to U.S. OUTBOUND from U.S.

Target Industry Deals Acquiror Country Deals Target Industry Deals Acquiror Country DealsComputers & Electronics 254 Canada 375 Computers & Electronics 380 Canada 352Healthcare 143 United Kingdom 157 Professional Services 213 United Kingdom 256Professional Services 121 Japan 104 Healthcare 160 China 162Mining 114 Australia 70 Finance 142 India 131Oil & Gas 101 India 69 Mining 125 Germany 111

INBOUND to U.S. OUTBOUND from U.S.

U.S. Financing Markets


Debt Capital Markets U.S. Financing Markets Debt Capital Markets

The average debt multiples for LBO loans have jumped in recent months and remain well above their 2008/2009 lows.

For companies below $50 million of EBITDA, senior debt/EBITDA and total debt/EBITDA is currently 3.5 and 4.2 times, respectively, up from 3.1 and 3.4 times at the end of 2009.

For companies with more than $50 million in EBITDA, the leverage multiple also increased from the prior month and continues to trend higher, and now stands at 4.5 times senior debt and 5.0 times total debt. This compares quite favorably with senior debt of 3.9 times and total debt of 4.8 times at the end of 2009.

The average total equity contribution by sponsors continues to remain at near-record levels, although the numbers have begun to decline, especially for larger transactions, as liquidity in the credit markets continues to improve.

Average Pro Forma Adjusted Credit Statistics of Middle-Market LBO Loans (Issuers With EBITDA of Less Than $50 Million)

(1) Total equity equals common, preferred, and rollover equity Source: S&P’s Leveraged Lending Review

Average Pro Forma Adjusted Credit Statistics of Middle-Market LBO Loans (Issuers With EBITDA of More Than $50 Million)

(1) Total equity equals common, preferred, and rollover equity Source: S&P’s Leveraged Lending Review

Senior Debt/EBITDATotal Debt/EBITDA Senior Debt/EBITDATotal Debt/EBITDA

3.8x 4.0x3.6x 3.5x

3.9x4.1x

4.4x

5.0x 4.9x5.3x

4.4x

3.4x

4.2x

3.1x3.2x

3.0x3.3x 3.4x

2.4x

3.9x4.4x

4.8x 4.6x

3.3x3.1x

3.5x

2.0x

3.0x

4.0x

5.0x

6.0x

7.0x

2.0x

3.0x

4.0x

5.0x

6.0x

7.0x

1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011

(1)

(1)

Senior Debt/EBITDATotal Debt/EBITDA Senior Debt/EBITDATotal Debt/EBITDA

4.9x

4.1x 3.9x3.8x

4.5x

5.0x4.6x

5.7x 5.6x 5.8x

4.0x

4.8x

5.0x

3.7x

3.2x 3.3x

2.8x 2.8x2.9x

3.2x

4.4x

5.2x

5.8x

3.4x

3.9x

4.5x

2.0x

3.0x

4.0x

5.0x

6.0x

7.0x

2.0x

3.0x

4.0x

5.0x

6.0x

7.0x

1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

(1)

(1)

U.S. Financing Markets (cont'd)

17


Average Equity Contribution by Sponsors for LBO Transactions

1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 LTM

Note: YTD as of January 31, 2010 Source: S&P’s Leveraged Lending Review

Less than $50 million EBITDA More than $50 million EBITDA

34.2%36.1% 36.3%

40.8%37.9% 39.7%

35.4% 34.1%32.1%

40.2%

NA

43.8%

38.2%

30.0% 29.6%31.0%

36.7%

32.4% 31.5%29.9% 29.2% 30.3%

38.3%

46.5%

38.3%

36.9%

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%



Equity Capital Markets U.S. Financing Markets (cont'd)

IPO Pricings by Sector – Last 4 Quarters: 145 Total Deals

IPO Filings by Sector – Last 4 Quarters: 230 Total Deals


IPO Backlog(1)

Pricings 0 0 1 1 3 3 4 0 4 8 13 11 6 6 6 14 12 11 11 8 12 9 17 20 19 7 15

Filings 3 2 0 1 1 2 4 8 14 11 18 17 17 13 12 23 31 19 22 20 18 20 19 20 13 13 8

Withdrawn 11 3 5 4 7 5 2 3 2 1 2 2 3 2 2 2 5 4 6 2 3 4 4 10 9 6 5

(1) Backlog defined as IPOs filed or revised within the last 180 days, excluding SPACs, REITs, and Rule 144A Offerings Sources: Dealogic and William Blair & Company, L.L.C. Mergers and Acquisitions market analysis

Q1 201026

Q2 201034

Q3 201029

Q4 201056

Business Services

14

Consumer20

Financial22

Healthcare19

Technology42

Industrial28

Q1 201048

Q2 201073

Q3 201058

Q4 201051

Business Services

20Consumer

31

Financial26

Healthcare33

Technology64

Industrial56

Backlog WithdrawnFilingsPricings

4434

2113 11

97 17

2639 46 52

6374 80

91

105111 115 120 121 121

10793

73 78

59

0

5

10

15

20

25

30

35

0

20

40

60

80

100

120

140

12/0

8

01/0

9

02/0

9

03/0

9

04/0

9

05/0

9

06/0

9

07/0

9

08/0

9

09/0

9

10/0

9

11/0

9

12/0

9

01/1

0

02/1

0

03/1

0

04/1

0

05/1

0

06/1

0

07/1

0

08/1

0

09/1

0

10/1

0

11/1

0

12/1

0

01/1

1

02/1

1

Number of Deals

European M&A Activity

19

European M&A Activity Transaction Detail

The total number of announced European deals for the month was 1,146, down 10.6% from the year-ago period and also slightly below the trailing-12-month monthly average of 1,259.

In addition, the total dollar volume for the month was just $56.2 billion, down 35.1% from the year-ago period and also well below the LTM monthly average of $81.0 billion.

European middle-market activity was slightly stronger, with 344 announced deals in January, down a very modest 2.0% from the corresponding period last year.

However, the dollar volume of $24.0 billion represented a 19.4% increase compared with the year-ago period, although it was far short of the LTM monthly average of $29.4 billion.

European M&A Activity Detail


2009 2010 2011% Chg.

'11 vs. '10 2009 2010 2011% Chg.

'11 vs. '10JANUARY< $50M 302 253 233 (7.9%) $2,767 $2,681 $2,537 (5.3%)$50M-$250M 70 75 82 9.3% $8,179 $8,446 $9,545 13.0%$250M-$750M 20 23 29 26.1% $9,306 $9,014 $11,960 32.7%Total Middle-Market 392 351 344 (2.0%) $20,252 $20,141 $24,043 19.4%Monthly Average 529 412 422 2.3% $38,918 $23,401 $29,401 25.6%> 750M 9 13 16 23.1% $28,210 $66,433 $32,130 (51.6%)Undisclosed 1002 918 786 (14.4%) – – – –Total Deals 1,403 1,282 1,146 (10.6%) $48,461 $86,574 $56,172 (35.1%)Monthly Average 1,342 1,232 1,259 2.2% $109,473 $61,109 $80,967 32.5%

YTD< $50M 313 253 233 (7.9%) $2,767 $2,681 $2,537 (5.3%)$50M-$250M 70 75 82 9.3% $8,179 $8,446 $9,545 13.0%$250M-$750M 20 23 29 26.1% $9,306 $9,014 $11,960 32.7%Total Middle-Market 403 351 344 (2.0%) $20,252 $20,141 $24,043 19.4%> 750M 9 13 16 23.1% $28,210 $66,433 $32,130 (51.6%)Undisclosed 1,002 918 786 (14.4%) – – – –Total Deals 1,414 1,282 1,146 (10.6%) $48,461 $86,574 $56,172 (35.1%)

LTM< $50M 4,327 3,692 3,507 (5.0%) $56,162 $40,813 $40,285 (1.3%)$50M-$250M 1,479 943 1,114 18.1% $173,301 $107,582 $129,007 19.9%$250M-$750M 545 310 438 41.3% $237,551 $132,411 $183,515 38.6%Total Middle-Market 6,351 4,945 5,059 2.3% $467,014 $280,806 $352,808 25.6%> 750M 311 177 264 49.2% $846,664 $452,497 $618,791 36.8%Undisclosed 9,439 9,660 9,780 1.2% – – – –Total Deals 16,101 14,782 15,103 2.2% $1,313,679 $733,303 $971,599 32.5%


European M&A Activity (cont'd)


Annual Activity European M&A Activity (cont'd)

European M&A Activity

Number of Deals

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2010 YTD

2011 YTD

>$750M 352 163 172 149 198 288 390 537 336 173 261 13 16 Middle Market 6,587 5,727 5,141 4,659 4,926 5,944 6,244 6,655 6,536 4,997 5,066 351 344 Undisclosed 7,795 7,236 6,176 5,213 5,504 6,600 7,137 8,322 9,308 9,744 9,912 918 786 Deal Value $1,535 $679 $639 $625 $839 $1,225 $1,701 $2,277 $1,368 $695 $1,002 $87 $56


European Middle-Market M&A Activity

Number of Deals

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2010 YTD

2011 YTD

$250-750M 444 306 296 289 399 494 627 786 579 307 432 23 29 $50-250M 1,204 895 866 929 1,152 1,389 1,574 1,857 1,566 938 1,107 75 82 <$50M 4,939 4,526 3,979 3,441 3,375 4,061 4,043 4,012 4,391 3,752 3,527 253 233 Deal Value $385 $275 $265 $267 $349 $421 $508 $609 $492 $281 $349 $20 $24



14,734

13,12611,489

10,021 10,628

12,83213,771

15,514 16,18014,914 15,239

1,282 1,146

$0

$600

$1,200

$1,800

$2,400

0

5,000

10,000

15,000

20,000


<$50M Deal Value$250-750M$50-250M

6,587

5,7275,141

4,659 4,926

5,9446,244

6,655 6,536

4,997 5,066

351 344

$0

$200

$400

$600

$800

0

1,000

2,000

3,000

4,000

5,000

6,000

7,000

8,000



21

European M&A Activity (cont'd) Valuation Multiples

The median enterprise-value/EBITDA multiple for all European transactions continues to rebound from the 2009 lows and currently stands at 9.2 times for the LTM period, up from 7.2 times for all of 2009 and 9.1 times for 2010.

For middle-market deals over the past 12 months, the median enterprise value/EBITDA multiple has risen to 8.3 times, from 7.2 times for 2009 and 8.2 times for all of 2010.

One- and four-week acquisition premiums remain at near-record highs.

European EV/EBITDA Valuation Multiples

Middle Market 8.7x 8.2x 8.2x 8.8x 8.9x 9.6x 10.0x 9.9x 9.3x 7.2x 8.2x 8.3x Overall Market 8.8x 8.5x 8.7x 8.9x 9.0x 10.2x 10.8x 11.7x 9.9x 7.2x 9.1x 9.2x


European EV/EBITDA Middle-Market Valuation Multiples

Size < $50M 8.3x 7.8x 7.4x 8.7x 7.7x 7.4x 8.5x 8.7x 8.6x 5.3x 7.7x 9.0x $50M-$250M 9.5x 8.9x 8.6x 7.8x 9.3x 9.8x 9.7x 10.4x 7.4x 7.7x 8.2x 9.4x $250M-$750M 8.6x 9.3x 9.7x 10.3x 9.6x 12.9x 12.1x 11.0x 11.7x 9.9x 8.2x 8.2x


European Middle-Market Median Acquisition Premiums

1-Week Premium 26.3% 23.3% 23.4% 16.8% 17.2% 15.8% 14.4% 19.0% 28.6% 23.0% 22.9% 23.3% 4-Week Premium 32.3% 26.3% 23.5% 21.4% 19.2% 20.9% 17.3% 22.5% 30.0% 28.4% 24.7% 25.0%


0.0x

5.0x

10.0x

15.0x

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 LTM

Middle Market Overall Market

0.0x

5.0x

10.0x

15.0x

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 LTM

< $50M $50M-$250M $250M-$750M

0.0%

10.0%

20.0%

30.0%

40.0%

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 LTM

1-Week Premium 4-Week Premium



PrivateEquity Transaction Analysis European M&A Activity (cont'd)

There were a total of 121 European private-equity transactions for the month, a 13.1% increase from the comparable period last year but slightly below the LTM monthly average of 134 transactions.

However, the dollar volume for the month was $8.1 billion, which was higher than the $5.2 billion in the comparable period last year but well below the LTM monthly average of $14.6 billion.

European Private-Equity Activity

Number of Deals

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2010 YTD

2011 YTD

>$750M 29 21 31 39 64 90 104 152 73 36 58 1 2 Middle Market 799 761 729 723 839 990 932 1,018 838 583 621 35 48 Undisclosed 585 613 546 631 715 1,090 1,180 1,347 1,202 798 930 71 71 Deal Value $94 $76 $96 $133 $216 $282 $359 $446 $208 $137 $175 $5 $8


Average Total Equity Contribution

(1) Total equity equals common, preferred, and rollover equity

Source: S&P’s Leveraged Lending Review

Average Debt Multiples of LBO Loans

1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

Left Column – Less Than €50 million EBITDA Right Column – More Than €50 million EBITDA

Source: S&P’s Leveraged Lending Review


1,413 1,395 1,306 1,393 1,6182,170 2,216

2,5172,113

1,417 1,609

107 121

$0

$200

$400

$600

$800

0

1,000

2,000

3,000


Number of Deals

35.9% 37.4% 37.6% 38.6% 37.3% 35.9% 33.7% 33.7% 33.6%

44.7%53.1% 50.6%

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

60.0%

1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

Senior Debt/EBITDA Non-Senior Debt/EBITDA

4.3x 3.6x 3.5x 3.4x 3.4x 3.6x 4.2x 4.4x 4.9x3.9x 3.4x 3.5x

0.4x0.6x 0.7x 0.6x 0.7x

1.1x 0.7x1.2x

1.0x1.2x

0.6x 0.4x

4.7x4.2x 4.2x 4.0x 4.1x

4.7x 4.9x5.6x 5.9x

5.1x4.0x 3.9x

3.5x 3.6x 3.6x 3.4x 3.6x 3.7x4.5x 4.7x

5.6x4.2x

3.2x

1.2x 0.8x 0.7x 1.0x 0.9x 1.1x1.0x 1.1x

1.0x

1.1x1.3x

0.5x

4.7x 4.4x 4.3x 4.4x 4.5x 4.8x5.5x 5.8x

6.6x

5.3x4.5x 4.6x

0.0x

2.0x

4.0x

6.0x

8.0x

Emerging Markets M&A Activity

23

Emerging Markets M&A Activity

Latin American M&A Activity

Number of Deals

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2010 YTD

2011 YTD

>$750M 34 9 13 9 13 13 29 33 36 29 62 0 6 Middle Market 387 311 199 289 329 309 439 678 601 464 636 39 63 Undisclosed 328 299 238 225 236 245 417 567 524 410 631 64 68 Deal Value $94 $48 $38 $30 $59 $48 $126 $106 $111 $90 $255 $2 $15


Asian M&A Activity

Number of Deals

2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2010 YTD

2011 YTD

>$750M 72 50 50 47 86 105 158 197 135 109 166 5 17 Middle Market 3,430 3,253 3,778 3,590 5,066 7,223 9,261 11,741 11,404 10,102 10,058 51 706 Undisclosed 2,001 1,866 2,044 1,663 1,984 2,688 3,151 3,845 4,101 3,494 3,925 67 288 Deal Value $388 $253 $199 $227 $398 $522 $676 $831 $676 $549 $714 $50 $58



749619

450523 578 567

885

1,2781,161

903

1,329

103 137

$0

$50

$100

$150

$200

$250

$300

0

250

500

750

1,000

1,250

1,500Number of Deals



5,503 5,1695,872 5,300

7,136

10,016

12,570

15,783 15,640

13,705 14,149

123 1,011

$0

$100

$200

$300

$400

$500

$600

$700

$800

$900

0

2,000

4,000

6,000

8,000

10,000

12,000

14,000

16,000Number of Deals


Select William Blair & Company Transactions


Select William Blair & Company Transactions

CLOSE DATE BLAIR CLIENT CLIENT DESCRIPTION TRANSACTION DESCRIPTION

DEAL VALUE

01/19/11* Palace Cinemas B.V.

(Argus Capital Limited)

The leading cinema multiplex operator in the Czech Republic, Hungary, and Slovakia; 15 multiplexes with 141 screens.

Sale to Cinema City International N.V., the largest multiplex cinema operator in Central and Eastern Europe and in Israel.

ND

12/31/10 MECS, Inc. (American Securities Capital)

Leading global provider of process technology, proprietary specialty equipment, and technical services to the sulfuric acid industry.

Sale of company to DuPont. ND

12/31/10* Trintech Group PLC

Leading global provider of integrated financial governance, risk management, and compliance (GRC) software solutions for commercial and financial markets worldwide.

Sale to private-equity firm Spectrum Equity Investors in a cash transaction for about $120.5 million, or $6.60 per share.

$120.5

12/30/10 Premix Inc. (Mason Wells)

A leading vertically integrated manufacturer of highly engineered thermoset composite materials and molded parts made from these materials.

Sale to Hadlock Plastics, LLC, a portfolio company of Highlander Partners, L.P.

ND

12/30/10 Paris Presents Incorporated

The leading supplier of beauty and bath accessories to mass merchants, drug stores, specialty beauty stores, and department stores, both domestically and internationally.

Sale to private-equity firm Mason Wells. ND

12/28/10 Block Heavy & Highway Products Co.

A leading assembler, fabricator, and distributor of steel infrastructure products used principally in the construction of roads, highways, interstates, airports, and distribution centers.

Sale of the company to Dayton Superior Corporation, a portfolio company of Oaktree Capital Management.

12/28/10 Trover Solutions, Inc. (Tailwind Capital)

A leading independent provider of outsourced technology-enabled cost-containment solutions to the U.S. insurance industry.

Recapitalization by ABRY Partners. ND

12/23/10 Surgical Information Systems, LLC

A leading provider of software and services focused exclusively on the unique needs of the surgery and anesthesia departments (which together define the perioperative environment within a hospital).

Sale to private-equity firm Norwest Equity Partners.

ND

12/23/10 National Powersport Auctions (Transportation Resource Partners)

The leading provider of auction and remarketing services for the sale of powersport vehicles in the United States.

Sale to Bank of America Merrill Lynch Capital Partners (BAMLCP).

ND

12/22/10 Vendormate, Inc.

A leading provider of technology and compliance-monitoring services to assist hospitals and other companies across multiple industries in their relationships with vendors.

Recapitalization by Primus Capital. ND

12/20/10 JAC Products, Inc. (Annex Capital Management)

Leader in the North American automotive exterior trim market and the clear leader in the North American and European roof rack segments of the market.

Sale to private-equity firm Wynnchurch Capital Ltd.

ND

12/09/10 FinishMaster, Inc.

Distributes automotive paints, coatings, and paint-related accessories to the automotive collision repair industry in the United States.

Fairness opinion for the sale of the company to Uni-Select Inc. (TSX: UNS), a leader in the distribution of automotive replacement parts, equipment, tools, and accessories.

$217.0

12/03/10 Northland Power Services* (Denargo Capital LLC)

Leading provider of power solutions for the oil and gas exploration and production market in the Rocky Mountain region of the United States.

Sale to Aggreko plc, the world leader in the supply of temporary power and temperature-control solutions.

$26.0

* Represents cross-border transaction ND – Transaction value not disclosed

Select William Blair & Company Transactions (cont'd)

25



DEAL VALUE

12/01/10 Sterling Infosystems,

Inc. (Generation Partners)

Provides a broad range of services, including employment and student screening, corporate due diligence and background investigation, occupational health, and employment-related business tax consulting.

Significant capital investment from Calera Capital.

ND

11/30/10 Tuthill Controls Group One of the world’s leading designers and manufacturers of high-performance motion-control products.

Sale to private-equity firm Madison Capital Partners.

ND

11/19/10 Steratape Developer and manufacturer of specialist double-sided pressure-sensitive adhesive tapes.

Sale to Filtrona plc. ND

11/18/10* Pangea3 (Sequoia Capital and The GlenRock Group)

A leading legal process outsourcing (LPO) provider serving law firms and corporate legal departments around the globe with locations in the United States, India, and Europe.

Sale to Thomson Reuters Corporation. ND

11/10/10 Accertify, Inc. A leader in providing e-commerce companies with security software, tools, and strategies for preventing online fraud and mitigating enterprisewide risks.

Sale to American Express Company. $150.0

10/29/10* PHNS Inc. Provides comprehensive information technology and business process services to hospitals, healthcare providers and other businesses.

Sale to The ConJoin Group and Actis Capital.

$250.0

10/29/10 Bristol Farms (a division of SUPERVALU Inc.)

High-end supermarket chain. Sale to private-equity firm Endeavour Capital.

ND

10/28/10 TreeHouse Foods, Inc. Private label food manufacturer servicing primarily the retail grocery and foodservice channels.

Acquisition of S.T. Specialty Foods, the leading North American manufacturer of private label and store branded, dry shelf-stable dinners and side dishes and a portfolio company of Windjammer Capital Investors.

$180.0

10/28/10* Amann Girrbach AG A global leader in the development, design, manufacture, and service of technologically advanced, highly engineered dental laboratory equipment and consumables.

Sale to TA Associates Ltd. ND

10/04/10 Huron Consulting Group Inc.

Provides operational and financial consulting services in the United States.

Sale of its Disputes & Investigations practice to Grant Thornton LLP.

ND

10/01/10 Ankam, Inc. A global leader in multi-factor authentication, identity proofing and user verification technologies.

Sale to Equifax, Inc. ND

09/24/10* Keystone Bakery Holdings

U.S. maker of frozen desserts. Sale to Canada-based food distributor George Weston Limited.

$185.0

09/07/10 National Envelope Corporation

Leading manufacturer of envelopes. Sale of substantially all of the company's assets to NEV Holdings, LLC, an affiliate of private-equity firm The Gores Group, LLC, pursuant to §363 of the Bankruptcy Code.

$213.7

09/01/10 KeyLime Cove (KLCG Property, LLC and Gurnee Property, LLC)

Operates an indoor waterpark and hotel resort in Gurnee, Illinois.

Sale of substantially all of the company's assets to Dougherty Funding LLC pursuant to §363 of the Bankruptcy Code.

$65.0


Select William Blair & Company Transactions (cont’d)




DEAL VALUE

09/01/10 ACS division of Lawson

Products, Inc. Distributor of industrial fasteners. Sale to Park-Ohio Holdings Corp. $19.0

08/31/10* ATIVI - Telecomnet, Inc. (Darby Overseas Investments, Ltd.)

Provider of electronic prepaid payment processing services in Brazil.

Sale to Euronet Worldwide, Inc., a global provider of electronic payment and transaction processing solutions for financial institutions, retailers, service providers, and individual consumers.

ND

08/30/10 Max & Erma’s Restaurants

A leading regional casual-dining brand with 84 company-owned and franchised stores in Michigan, Ohio, Pennsylvania, and surrounding states.

Sale of the company to American Blue Ribbon Holdings, LLC., which owns, operates, and franchises restaurant concepts, including Village Inn and Bakers Square.

$29.4

08/24/10* Allscripts-Misys Healthcare Solutions, Inc.

The company provides software, services, information, and connectivity solutions that enable healthcare providers to deliver patient safety.

Advised on the repurchase from Misys plc, currently the majority stockholder of Allscripts, approximately $577 million of Allscripts shares owned by Misys in conjunction with Allscripts acquisition of Eclipsys.

$577.4

08/24/10 Allscripts-Misys Healthcare Solutions, Inc.

The company provides software, services, information, and connectivity solutions that enable healthcare providers to deliver patient safety.

Advised on the acquisition of Eclipsys, a leading provider of advanced integrated clinical, revenue cycle and performance management software, clinical content, and professional services.

$1,210.4

08/23/10 Intermedix Corporation (Parthenon Capital Partners)

Outsourced medical billing and technology services.

Sale to private-equity firm Thomas H. Lee Partners.

ND

08/20/10 Kenas Pacific Furniture Manufacturer of premium household furniture based on traditional world design.

Sale to Li & Fung Limited. ND

08/16/10* KangXinLogistics (subsidiary of Rich Products Corporation)

Cold chain logistics company offering storage and transportation services in China.

Sale to China Merchants Americold Logistics Company Limited.

ND

08/16/10 Rostam Ltd.

A leading provider of premium quality private-label tampons in the private-label market, with more than 72% of the U.S. food, drug, and mass private-label tampon market.

Sale to Albaad Massuot Yitzhak Ltd., one of the largest producers of wet wipes in the world, manufacturing wipes for baby, health, and personal care, as well as household cleaning uses.

$65.0

08/13/10* Meat Processing Systems Holding B.V. (Steadfast Capital GmbH and Penguin Ventures)

The global market leader in red-meat slaughtering systems.

Sale to Barclays Private Equity.

ND

07/31/10 SageQuest, Inc.

The company provides GPS fleet management and tracking services.

Sale to FleetMatics, a portfolio company of Investcorp Technology Partners.

06/21/10 Netsmart Technologies, Inc.

Provides software as a service (SaaS), self-hosted software solutions, and project implementation services to more than 18,000 customer organizations in all 50 states.

Sale to Genstar Capital, LLC, a private-equity firm with $3 billion of committed capital under management, targeting selected industries in the software, healthcare services, life sciences, financial services, and industrial technology sectors.

ND

06/04/10 iPay Technologies, LLC (Spectrum Equity Investors, Bain Capital Ventures)

Provides online bill-payment solutions and unmatched service to more banks and credit unions than any other bill payment provider.

Sale to Jack Henry & Associates, Inc., a leading provider of computer systems and ATM/debit card/ACH transaction processing services primarily for financial services organizations.

$300.0



27



DEAL VALUE

05/31/10* Resonant Medical Inc.

Develops systems for image-guided radiation therapy of soft tissues using latest-generation, 3-D ultrasound technology.

Sale to Elekta AB, a human care company pioneering significant innovations and clinical solutions for treating cancer and brain disorders.

$28.5

05/24/10 Market2Lead, Inc.

A leading software-as-a-service provider of intelligent, multichannel marketing automation solutions.

Sale of its intellectual property assets to Oracle Corporation.

ND

05/13/10 BILO, LLC

BI-LO operates 207 supermarkets in South Carolina, North Carolina, Georgia, and Tennessee.

Served as the financial advisor in connection with its financial restructuring and emergence from protection under Chapter 11 of the U.S. Bankruptcy Code.

$392.8

05/05/10* Trinity Biotech plc A leading developer and manufacturer of diagnostic products for the point-of-care and clinical laboratory markets.

Sale of its coagulation business to the Stago Group, a French manufacturer of medical diagnostic products and instrumentation for applications in the haemostasis and thrombosis fields.

$90.0

04/16/10* Career Education Corp. The company operates schools, colleges, and universities that offer degrees, as well as diploma and certificate programs in various career oriented disciplines.

Acquisition of the International University of Monaco.

ND

04/09/10 SUPERVALU One of the largest food retailers in the United States, operating more than 2,500 stores.

Sale of a portion of its Connecticut Shaw’s stores to Wakefern Food Company.

ND

04/09/10 SUPERVALU One of the largest food retailers in the United States, operating more than 2,500 stores.

Sale of a portion of its Connecticut Shaw’s stores to The Stop & Shop Supermarket Company, a division of Koninklijke Ahold NV.

ND

04/01/10* Concuity (Trintech Group plc)

The leading provider of Software-as-a-Service ("SaaS") revenue cycle management solutions that enable healthcare organizations to manage the entire contract revenue cycle.

Sale of company to The Advisory Board Company, the leading provider of comprehensive performance improvement services to the health care and education sectors.

$34.5

04/01/10 Woodstream Corp. Manufactures and markets rodent control products, caring control products for pets and wildlife, natural solutions for home and garden, wild bird feeding products, and garden decor products.

Acquisition of Zareba Systems, Inc., which designs, manufactures, and markets electronic perimeter fence and access control systems.

$23.1

03/19/10* Best Brands Corp. (Brantley Partners)

Leading manufacturer and distributor of specialty bakery products for food retailers.

Sale of company to CSM nv, a global supplier of bakery products.

$510.0

03/19/10 Xcorporeal, Inc.

Extra-corporeal platform technology for use in devices to replace the function of various human organs.

Sale of company to Fresenius USA, Inc., a manufacturer and distributor of equipment and disposable products for the treatment of kidney failure by hemodialysis and peritoneal dialysis.

ND

03/18/10 Francisco Partners A leading global private-equity firm focused exclusively on investing in technology and technology-enabled service businesses.

Acquisition of publicly traded QuadraMed Corporation for all-cash consideration.

$126.0

03/18/10* Valor Computerized Systems, Ltd.

Israel-based Valor is a leading global provider of productivity improvement software solutions for the printed circuit board (PCB) manufacturing supply chain.

Sale to Mentor Graphics Corporation, a leader in electronic hardware and software design solutions.

$82.0






DEAL VALUE

03/10/10 LECG Corporation Provides global expert consulting services.

Advised on the acquisition of SMART Business Advisory & Consulting, LLC, a portfolio company of Great Hill Partners providing financial advisory and business consulting services.

$70.0

03/02/10

SJC Industries Corp. One of the largest N. American ambulance manufacturers, offering a full range of modular and van-type ambulances, and other specialty vehicles.

Sale to Thor Industries, Inc., the world’s largest manufacturer of recreation vehicles and a major builder of commercial buses.

$24.1

02/26/10* Careline Careline is the consumer products division of Perrigo and is Israel’s leading personal care brand.

Sale to Emilia Development Ltd., based in Israel and a subsidiary of O. Feller Holdings Ltd.; Emilia holds equity positions in companies involved in infrastructure, commerce, logistics, and real estate.

$54.0

02/19/10 Diagnostic Hybrids, Inc. Develops, manufactures, and markets cellular and molecular diagnostic kits.

Sale to Quidel Corporation. $130.0

02/04/10 Renew Energy LLC Ethanol plant. Sale to Valero Renewable Fuels Co. $72.0

01/28/10 Suture Express Holdings, Inc. (Code Hennessy & Simmons)

Suture Express is the third-largest and fastest-growing national specialty distributor of operating room/critical-care products in the United States.

Sale to Diamond Castle Partners, a private-equity fund with more than $1.85 billion under management.

ND

01/22/10 Logistics Health (TA Associates)

Logistics Health is a leading provider of healthcare and logistics services primarily to government clients.

Recapitalization led by Gundersen Lutheran, a physician-led not-for profit healthcare system.

ND

01/20/10* DO2 Technologies DO2 is a leading provider of software-as-a-service (SaaS) procure-to-pay solutions.

Sale to Automatic Data Processing, Inc. (ADP), which offers a wide range of HR, payroll, tax, and benefits administration solutions.

ND

01/11/10 Healthvision Solutions, Inc. (Battery Ventures)

Healthvision is a leading provider of interoperability software and integration services focused exclusively on the healthcare IT market.

Sale to Lawson Software, a provider of software and service solutions.

$160.0


William Blair & Company Corporate Finance Contact List

29

William Blair & Company Corporate Finance Contact List

Brent Gledhill Global Head of Corporate Finance +1.312.364.5475 [email protected]

Mark Brady Global Head of M&A +1.312.364.8853 [email protected]

Brent Felitto Head of North America Corporate Finance +1.312.364.8013 [email protected]

Matthew Gooch Head of European Banking +44 20 7868 4478 U.S. voicemail: +1.312.364.5425 [email protected]

Business Services Commercial & Industrial Consumer & Retail

Scott Patterson Group Head +1.312.364.8821 [email protected]

Brett Paschke +1.312.364.8657 [email protected]

Britt Trukenbrod +1.312.364.8840 [email protected]

Laura Van Peenan +1.312.364.8543 [email protected]

Jeff Burtelow +1.312.364.8651 [email protected]

Holly Fulp +1.312.364.8432 [email protected]

Mark Brady Group Head +1.312.364.8853 [email protected]

Kelley Drake Co-Head of Industrial +1.312.364.8936 [email protected]

Samuel Tinaglia Co-Head of Industrial +1.312.364.8086 [email protected]

Paul Hindsley +1.312.364.8576 [email protected]

Andrew Jessen +1.312.364.5390 [email protected]

Brent Smith +1.312.364.5392 [email protected]

Phil Reitz +1.312.364.8688 [email protected]

Elliot Farkas +1.312.364.8157 [email protected]

Matthew Zimmer +1.312.364.8146 [email protected]

James Bertram Group Head +1.312.364.5426 [email protected]

Timothy Carroll +1.312.364.8532 [email protected]

Paul Hindsley +1.312.364.8576 [email protected]

Brent Smith +1.312.364.5392 [email protected]

Chris Spahr +1.312.364.8118 [email protected]

Adam Filkin +1.312.364.8077 [email protected]

Vanessa Rollings +1.312.364.8718 [email protected]

Michael Siska +1.312.364.5393 [email protected]

Healthcare Technology Financial Services Special Situations & Restructuring

Brent Felitto Group Head +1.312.364.8013 [email protected]

Shay Brokemond +1.312.364.8920 [email protected]

John Kibler +1.312.364.8535 [email protected]

Dewey Martinelli +1.312.364.8085 [email protected]

Karl Palasz +1.312.364.8932 [email protected]

Brian Scullion, M.D. +1.312.364.8948 [email protected]

Marina Bozilenko +1.617.235.7523 [email protected]

Brian Doyle +1.312.364.5388 [email protected]

Dmitri Krasnik +1.312.364.8619 [email protected]

Allison Pottinger +1.312.364.8910 [email protected]

Daniel Connolly +1.312.364.8544 [email protected]

Daniel Daul +1.312.364.8457 [email protected]

Mark McNay +1.415.986.5596 [email protected]

Mark Watt +1.415.248.5910 [email protected]

Andrew Arno +1.415.986.5905 [email protected]

Katan D’Souza +1.312.364.8708 [email protected]

Scott Stevens +1.312.364.8337 [email protected]

Rob Metzger Group Head +1.312.364.8517 [email protected]

Daniel Daul +1.312.364.8457 [email protected]

Michael Gebo +1.212.237.2718 [email protected]

Phil Olson +1.312.364.8798 [email protected]

James Young +1.312.364.8160 [email protected]

Geoffrey Richards Group Head +1.312.364.5436 [email protected]

Jeffrey Knopping +1.312.364.8601 [email protected]

Phil Reitz +1.312.364.8688 [email protected]

William Blair & Company Corporate Finance Contact List (cont’d)


William Blair & Company Corporate Finance Contact List (cont’d)

Financial Sponsors Private Capital Equity Capital Markets M&A Market Analysis

Brandon Lower Group Head +1.212.237.2716 [email protected]

Jonathan Skinner +1.617.235.7522 [email protected]

Patrick Prendergast +1.415.986.5907 [email protected]

Charles Watson +1.312.364.8997 [email protected]

Stewart Licudi +44 20 7868 4512 [email protected]

James Wildman +1.312.364.8076 [email protected]

Anurag Sharma, MD +1.415.248.5912 [email protected]

Kelly J. Martin Group Head +1.312.364.8832 [email protected]

Kenton Brown +1.312.364.8952 [email protected]

Michael Ward +1.312.364.8529 [email protected]

Christine Kelly +1.312.364.8383 [email protected]

Jeffrey Knopping +1.312.364.8601 [email protected]

Jack P. Murphy +1.312.364.8826 [email protected]

Brett Paschke Group Head +1.312.364.8657 [email protected]

Mike Pitt +1.312.364.8988 [email protected]

Jim Washburn +1.312.364.8693 [email protected]

Fred Johnson +1.312.364.8211 [email protected]

Patrick Prendergast +1.415.986.5907 [email protected]

Steve Maletzky +1.312.364.8258 [email protected]

Steven M. Bernard, CFA Director of M&A Market Analysis +1.312.364.8221 [email protected]

Corporate & Executive Services Asia Latin America London

Michael Lee +1.312.364.5357 [email protected]

Andrew Kaye Head of Asia +86 21 2327 2233 [email protected]

Henry Lu Head of China +86 21 6135 7288 [email protected]

Tongwei Wu +86 21 2327 2278 [email protected]

Timothy Carroll +1.312.364.8532 [email protected]

Matthew Gooch Head of European Banking +44 20 7868 4478 U.S. voicemail: +1.312.364.5425 [email protected]

Stewart Licudi +44 20 7868 4512 [email protected]

Gareth Down +44 20 7868 4475 [email protected]

Elizabeth Pickens +44 20 7868 4479 [email protected]

William Blair & Company Corporate Industry Coverage

31

William Blair & Company Corporate Industry Coverage

INDUSTRY GROUPS BUSINESS SERVICES

COMMERCIAL & INDUSTRIAL

CONSUMER & RETAIL

FINANCIAL SERVICES HEALTHCARE TECHNOLOGY

Accounts Receivable Management

Business Process Outsourcing

Consulting Distribution Education Services Facility &

Commercial Services Government

Services HR Services Information Services Legal Services Marketing and

Advertising Services Parking Services Professional

Services Route-Based

Services Staffing & Search Transportation &

Logistics

Building Products, Technologies & Automation

Capital Goods Mfg. Contract &

Electronics Mfg. Energy Engineering &

Construction Environmental

Technology & Services

Facility Management & Services

Industrial Distribution Industrial Products Material Handling Manufacturing

Equipment Metal Fabrication Metal Production,

Processing & Distribution

Paper, Plastic & Packaging

Printing and Imaging Process Controls &

Technology Pumps, Valves &

Filtration Safety Products &

Services Test, Measurement &

Metering Water & Waste

Water

Apparel Branded Consumer

Products Cruise Lines and

Resorts Discount Stores Drugstores E-Commerce Fitness Clubs Food & Beverage Food Retailing Gaming & Lodging Hardgoods Home Furnishings Leisure Power Sports Private Label Restaurants Specialty Retail Sporting Goods Toys & Games

Asset Management Brokerage Commercial Finance Consumer Finance Specialty Insurance

and Insurance Services

Trust Services

Aesthetics & Dermatology

Animal Health Biotechnology Contract Research

Organizations Dental Products &

Services Diagnostic Products

& Services Healthcare

Distribution Healthcare IT Healthcare Services Imaging Technology

& Services IT-Enabled Services Medical Devices Payer IT Services Pharmaceutical

Outsourcing Pharmaceuticals Revenue Cycle

Management

Application Software Barcode/Auto

Identification Computer/

Telephony Digital Media E-Commerce

Infrastructure Electronic

Components Electronics

Manufacturing Services

ERP Software Financial Technology HR Outsourcing IT Services Payroll Services Semiconductor

Capital Equipment Software as a

Service (SaaS) Telecom Equipment Telecom Services Transaction

Processing

OFFICES Chicago

Brent Gledhill +1.312.364.5475

[email protected]

London Matt Gooch

+44.20.7868.4478 U.S. voicemail: 312.364.5425

[email protected]

Shanghai Henry Lu

+86.216.1357288 [email protected]

New York Brandon Lower

+1.212.237.2716 [email protected]

Boston Jonathan Skinner +1.617.235.7522

[email protected]

San Francisco Mark McNay

+1.415.986.5596 [email protected]

Notes


Notes

Disclosures

THIS IS NOT IN ANY SENSE A SOLICITATION OR OFFER OF THE PURCHASE OR SALE OF SECURITIES. THE FACTUAL STATEMENTS HEREIN HAVE BEEN TAKEN FROM SOURCES WE BELIEVE TO BE RELIABLE, BUT SUCH STATEMENTS ARE MADE WITHOUT ANY REPRESENTATION AS TO ACCURACY OR COMPLETENESS OR OTHERWISE. OPINIONS EXPRESSED ARE OUR OWN UNLESS OTHERWISE STATED. PRICES SHOWN ARE APPROXIMATE. THIS MATERIAL HAS BEEN APPROVED FOR DISTRIBUTION IN THE UNITED KINGDOM BY WILLIAM BLAIR INTERNATIONAL, LIMITED, REGULATED BY THE FINANCIAL SERVICES AUTHORITY (FSA), AND IS DIRECTED ONLY AT, AND IS ONLY MADE AVAILABLE TO, PERSONS FALLING WITHIN COB 3.5 AND 3.6 OF THE FSA HANDBOOK (BEING “ELIGIBLE COUNTERPARTIES” AND “PROFESSIONAL CLIENTS”). THIS DOCUMENT IS NOT TO BE DISTRIBUTED OR PASSED ON TO ANY “RETAIL CLIENTS.” NO PERSONS OTHER THAN PERSONS TO WHOM THIS DOCUMENT IS DIRECTED SHOULD RELY ON IT OR ITS CONTENTS OR USE IT AS THE BASIS TO MAKE AN INVESTMENT DECISION.

“WILLIAM BLAIR & COMPANY” AND “ ” ARE REGISTERED TRADEMARKS OF WILLIAM BLAIR & COMPANY, L.L.C. Copyright 2011, William Blair & Company, L.L.C. February 28, 2010

33

Disclosures

February 2011

Steven M. Bernard, CFADirector of M&A Market [email protected]+1.312.364.8221

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William Blair & Company, L.L.C. is a global investment firm offering investment banking, asset management, equity research, institutional and private brokerage, and private capital to individual, institutional, and issuing clients. Since 1935, we have been committed to helping clients achieve their financial objectives. As an independent, employee-owned firm, our philosophy is to serve our clients’ interests first and foremost. We place a high value on the enduring nature of our client relationships, the quality of our products and services, and the continuity and integrity of our people. For more information, please visit www.williamblair.com.

merger tracker monthly february 2011

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