Private equity and the recruitment sector

Contents 1.Inflexion overview 2.Why we like recruitment and staffing businesses 3.Learning points from our deals 4.Making your company attractive to private equity 5.Valuation metrics

3 Inflexion Overview An entrepreneurial and highly active investor £850m under management Investing a new £475m fund at £10-75m per deal Seeking UK based, high margin, niche leaders Together our portfolio companies generate £800m sales, £150m EBITDA, and employ over 8000 people HOUSE OF THE YEAR September 11 FUNDRAISING OF THE YEAR September 11 FUNDRAISING OF THE YEAR April 11

4 Strong international footprint and offices in Brazil, India & China CTC Aviation Group Aspen distributes to 70 countries Griffin SMD Phlexglobal Jack Wills Asperity FDM Rhead Ideal Shopping Direct NPW Trading locations of ex portfolio

Gross investment £m Total returns £m Returns multiple Net Fee CAGR % EBITDA CAGR % x43%42% x22%18% 9.7N/A 20%27% 11.7N/A 36%43% History of success in recruitment and staffing x x34% ESTIMATED TOTAL INDIVIDUAL AVERAGE 7 years, 4 investments and a deep understanding of industry dynamics Specialist healthcare recruitment Specialist SAP recruitment Specialist employment service Specialist IT graduate recruitment

Why we like recruitment and staffing businesses 6 1.Able to dominate a niche/control scarce resource 2.Capable of rapid growth 3.International potential 4.Low capex, operationally geared

The common characteristics of our success stories 7 1.Dominant market position/control of scarce resource 2.Solving a problem 3.Margins more important than volume 4.Scalable structures 5.Most of operations on a single site 6.Strong management 7.Focus on the exit from Day 1

The common development areas in our deals 8 Broaden market Invest in infrastructure Go internationalInvest in people Expanded into complex care Replaced IT platformN/A Focused on marketing and operational excellence Added Red Services Built financial structure to double business Sweden, Switzerland and Brazil Built out team to cope with 300% revenue growth Added Murex, Misys and new verticals Operations scaled by 400% Germany, USA, Switzerland, Luxemburg, Hong Kong and Singapore Developed international, product and sector teams

9 Learning points from our deals

Independent Clinical Services EXIT ROUTE Sold to Blackstone Group RETURNS 2.7x / IRR 82% in 22 months EBITDA (£M) Business overview Leading provider of temporary healthcare staff including nurses, community care workers, locum doctors, GPs and other healthcare specialists Specialism in mission critical staff such as anaesthetists, surgical nurses and support staff Had new Complex care in the home division, growing at 40% pa Key learning points Strength through adversity Scalability protects margin Strong focus on customer service Growth and quality enhancement Well positioned for exit Development under our ownership Pre acquisition IFX invests at c.4.2x EBITDA Continued geographical reach expansion Investment in Complex Care Pursued several acquisitions Improved quality of earnings Exit to Blackstone achieved at 7.6x EBITDA ON EXIT Year end Dec

Red Commerce RETURNS 4.4x / IRR 34% in 5 years Business overview Leading supplier of temporary and permanent staff for global SAP implementations 80% of the business is in German- speaking Europe Key learning points Dominate the niche Control pricing and drive expansion Expand service line Great team delivers great results Development under our ownership EBITDA (£M ) Pre acquisition Appointed new Chairman Appointed new FD Invested in Business Development Function New CRM system installed Promoted Sales Director to CEO Extended into Central Europe US market entry Launched ‘Red Solution’ service Year end March ON EXIT (BUDGET) EXIT ROUTE Sold to Dunedin Capital Partners

FDM Group SECTOR IT Services DATE February 2010 HISTORIC EBITDA £16.8m DEAL TYPE Public-to-Private Business overview International IT services company specialising in the provision of outsourced IT staffing solutions to large blue chip organisations Trains high quality IT graduates for international clients through its academy program Key learning points Unique offering drives super-performance Massively scalable Incentivisation drives performance EBITDA (£M) Development under our ownership BUDGET Year end Dec Consultants numbers for % ahead of management plan New York based training Academy opened in July 2010 Reviewing Academy apprentice in Europe Pre acquisition New Hong Kong office opened Targeting to achieve1,300 consultants (338 at investment in Dec 2009)

How to optimise the attractiveness of your company to private equity 13 1.Dominant market position/control of scarce resource Prove market share Create or deepen the niche Acquire competitor or hold discussions which PE can then fund 2.Solving a problem Demonstrate you are the “go-to” choice for employers and candidates, not an outbound call centre 3.High margins Resist the chasing of volume by lower margin contracts – It’s very hard to get back once gone Margins are the benchmark of quality 4.Scalable structures Single sites Strong IT Interviewers on per hour basis 5.Strong management Staffing businesses are highly morale and leadership dependent Fix any gaps or issues early – instil confidence in the buyer

14 Quoted company valuations EV / 2013F EBITDA The smallest listed players are rated the lowest… Medium sized players trade at a premium compared to the smallest tier… We observe more diversity in majors’ ratings – but overall they benefit from higher ratings Power trend line Source: Mergermarket, DC Advisory intelligence

15 Recent transaction multiples Listed corporate total Target EV (£m)EV/EBITDA Acquiror Target EV (£m) EV/EBITDA Acquiror PE total PE : plc Transactions Ratio 1 : ,240 Source: Mergermarket, DC Advisory intelligence PECorporate , n.d Orion Peter Rowley PE average 72 Listed corporate average x