1. 2008 Year In Review, A Record Year

2. Riverside Deal Flow 2008
4,381
Deals Considered
1,350
Deal Write-Ups
357
Company Visits
51
Letters of
Intent Issued
31
Deals
Closed
2008 Year In Review, A Record Year
The Riverside Company, the largest private equity firm focused on the smaller end of the middle
market, marked its 20th anniversary year with a record acquisition pace and continued growth
and expansion across Europe. In 2008, Riverside was THE most acquisitive firm active in the middle
market, completing 31 acquisitions across 4 continents. In addition, Riverside successfully exited
four platform companies and raised over US$1 billion across three funds. Riverside currently has
US$2.7 billion assets under management and almost 200 employees worldwide.
31
Completed acquisitions spanning Realised Investments:
all four Riverside fund families:
Richter Chemie-Technik (Germany) - Grew EBITDA
60% during Riverside’s ownership
11 by the Riverside Europe Fund (“REF”) by
11 by the Riverside Capital Appreciation Funds IndustrieHansa (Germany) - Achieved an EBITDA
37% due to organic growth and an
(“RCAF”) CAGR of
add-on acquisition
7 by the Riverside Micro-Cap Fund (“RMCF”)
80%
2 Universal Air Filter (USA) - Generated a
by the Riverside Asia Fund (“RAF”)
gross IRR and a 4.8x gross cash-on-cash return
Raised over US$1
33% gross IRR
Global expansion: Moss (USA) - Generated a
billion in capital and a 4.2x gross cash-on-cash return
New offices in Brussels, Stockholm and Hong Kong
across three funds. *All figures accurate as of 31/12/2008.
P A R T N E R S H I P, GROWTH, INTEGRITY

3. REF Deal Flow 2008
Riverside in Europe 1,101
Deals Considered
Since 1997, Riverside Europe has invested in 35 companies in 12 countries,
429
including 8 add-on acquisitions.
Deal Write-Ups
Riverside’s European staff numbers 48 including a dedicated origination
function, 21 transacting professionals and team of operating personnel
104
and advisors. For a private equity firm focused on small-to-medium sized
businesses, the Riverside team has a unique blend of corporate finance Company Visits
and operating experience. Several of our investment professionals have
12
personal prior experience running companies, a factor, which we believe
makes building partnerships with portfolio company managers more
Letters of
straightforward. We have lived many of the issues managers face.
Intent Issued
11
Deals
Closed
Riverside Europe Fund (‘REF’) 2008 Highlights
Meet the Europe Team Riverside’s European fund family currently consists of 16 platform acquisitions and seven
add-ons. In 2008 Riverside completed 11 acquisitions in key European markets – up from four in
2007. We also realised two investments and celebrated office openings in Brussels and Stockholm.
Investments EM Test
Béla Szigethy Stewart Kohl Antonio Alvares Cabral
Co-CEO Co-CEO Managing Partner Switzerland
REF III - Platform Acquisitions
New York Cleveland Brussels
Acquired: March 2008
EM Test is a leading global manufacturer and supplier
Origination
Tensator Group
of electromagnetic compatibility (“EMC”) test and
United Kingdom
measurement instrumentation for the automotive,
Acquired: August 2008
industrial, telecom and other industries.
Tensator provides custom space management
www.emtest.com
solutions that accelerate queues, reduce wait times,
Karsten Langer Lars Eriksson Juan Barnechea Aldatz Pawel Okonski Ivica Turza William Jaworski Damien Gaudin Áron Szabó
Partner Regional Director Vice President Vice President Vice President Associate Analyst Analyst
generate marketing value and improve sales.
Brussels Stockholm Madrid Warsaw Munich Brussels Brussels Brussels
Sage Holdings
Transaction www.tensator.com
Germany
Acquired: February 2008
Vokes Air Group
Sage Holdings provides corporate financial
Sweden
communication and proxy solicitation services.
Acquired: July 2008
Kai Koeppen Ferenc Vidovszky Eric van den Eijnden Radim Stach Volker Schmidt Thomas Blomqvist Marcos Lladó Tomasz Glowacki www.sageholdings.com
Partner Partner Partner Partner Partner Partner Partner Partner Vokes-Air Group is a manufacturer and distributor
Munich Budapest Eindhoven Prague Munich Stockholm Madrid Brussels
of air filters for use in a variety of commercial and
industrial applications.
www.vokesair.com
Funds: REF IV (2008); REF III (2005); REF II (2002);
RCEF (1997)
Peter Schaberger Dominik Heer Ludek Palata Vladimír Pavala Adam Pietruszkiewicz Balázs Tahy Jeroen Lenssen Marcin Goszyk Summit Medical
Principal Vice President Vice President Vice President Vice President Vice President Senior Associate Associate
United Kingdom
Munich Munich Prague Prague Warsaw Budapest Eindhoven Warsaw
Target Acquisitions:
Operating Legal Marketing Administration Acquired: March 2008
European companies with EBITDA of between
Summit Medical makes disposable orthopaedic and
€3 million and €15 million.
infection-control medical products.
www.summit-medical.co.uk
Offices: Brussels, Budapest, Eindhoven, Madrid,
Justin S. Kent Rafael Álvarez-Novoa Nils Schander Sven Schulze Fabio Pesiri Peter Parmentier Annick Vandenbergen Eva Orbay
Pablo Fuente
Munich, Prague, Stockholm and Warsaw.
Associate Associate Associate Analyst CFO Riverside Europe Director European Associate Legal Counsel Manager of European
Assistant Director
Munich Madrid Stockholm Munich Brussels Tax & Legal Counsel Brussels Administration
Marketing &
Brussels Brussels
Communications
Brussels
P A R T N E R S H I P, GROWTH, INTEGRITY

4. CASE STUDY
“We are excited about what Riverside’s
global capabilities and expertise in growing
companies can do for our business. We are
looking forward to assistance from Riverside
Investments cont. Realisations for Asia sourcing and expansion and will
REF III – Add-On Acquisitions
rely on their experience in this area in order
Richter Chemie-Technik
Germany
Capital Precision
to strengthen our leadership position in the
Acquired: January 2006
United Kingdom
queue management market.”
Exited: October 2008
Add-On to: Sage Holdings
Results: Grew EBITDA by 60%
Acquired: November 2008
Alan McPherson, Group CEO, Tensator
www.capitalprecision.com
“The organic expansion went even better than
expected. There was a very good and trusting
Hallvarsson & Halvarsson
relationship with Riverside. From the very beginning
Sweden
we were always on top of our plans. It was a very
Add-On to: Sage Holdings
positive situation. The experience gained with
Acquired: October 2008
Riverside will stand me in very good stead for that.
www.halvarsson.se/en
What we did in those three years was incredible.”
Günter Naasner, CEO, Richter
Metrolab
Argentina
IndustrieHansa
Add-On to: IVD Group/Diatron
Germany
Acquired: October 2008
Acquired: December 2006
www.metrolab.com
Exited: July 2008
Results: 136% gross IRR
MekoTeknik AB
Tensator: Expanding A Unique Market Position
5.0x gross cash-on-cash return
Sweden
Add-On to: Keycast
“Our partnership with Riverside afforded us the
Acquired: July 2008
opportunity to build IndustrieHansa as its own
www.mekoteknik.se
brand. In addition, we were able to secure new
Available in more than 170 countries worldwide, Tensator, together with its U.S. subsidiary Lawrence
blue chip customers such as Audi and Ford, which
AICAT Technologies
Metal Products, is the world leader in queue management products and services. Since 2002, the
positioned the company at a new level. Coupled
Germany
company has pioneered custom space management solutions that reduce both real and perceived
with expanding our competencies into the product
Add-On to: AIS Group
in-queue waiting times, generate marketing value and increase sales and operational efficiency.
lifecycle management area, we have found the
Acquired: June 2008
Tensator’s flagship product, Tensabarrier®, is omnipresent in airports, banks, entertainment venues,
support of Riverside to have been very successful
Exited: October 2008 as part of IndustrieHansa
retail spaces and other queuing areas around the globe. Tensabarrier®, consisting of a metal post
for the company.”
www.aicat.de
with a retractable, customizable sleeve that interconnects with other posts, provides a dynamic
Uwe Hihn, CEO, IndustrieHansa
queuing solution for a diverse range of end-users such as Heathrow Airport, Barclays, Macy’s,
D.F. King
Southwest Airlines, Target and The Empire State Building.
USA
Add-On to: Sage Holdings
Acquired: February 2008 “Tensator has proven capable of identifying
Since being acquired by Riverside in 2008, Tensator
www.dfking.com needs in the queuing industry, then innovatively
has added French distribution company, Bory
meeting those needs with new products. The
Moreau S.A., to its portfolio. Bory Moreau, the
company offers more than 500 SKUs and is poised
primary distributor of Tensator products in the
“The acquisition of Metrolab accelerates for continued growth. One area of focus will be
French market, presented Tensator with a well-
further international expansion, both through
established customer base (Air France, Aeroports
Diatron’s strategy to create a powerful group organic growth, as well as through potential add-
de Paris, Euro Disney and the Parisian mass
on acquisitions which we will actively seek out.”
transportation authority RATP among others) upon
in the IVD field. Metrolab has the potential to Eric van den Eijnden, Partner, Riverside
which it can build further. Tensator is also in the
significantly extend our geographical reach
process of establishing its sales office in Spain
www.tensator.com
and analyzing manufacturing solutions that could
and the companies are expected to bring new substantially decrease its variable cost base.
markets to each other.”
Gábor Lengyel, Head of Sales, Diatron
P A R T N E R S H I P, GROWTH, INTEGRITY

5. RCAF Deal Flow 2008
1,432
Deals Considered
“In the midst of a very challenging 2008, we are
395
gratified to have seen record-setting activities
Deal Write-Ups
at Riverside. The firm’s performance was a
72 direct result of the efforts of the Riverside team,
Company Visits
over 180 strong, and our unique capabilities
19 in building great small companies, even on a
Letters of
Intent Issued
global scale.”
11 Béla Szigethy, Co-CEO, Riverside
Deals
Closed
Investments cont.
Riverside Capital Appreciation Fund (‘RCAF’) Highlights
Priority One
USA
RCAF – Add-on Acquisitions Add-On to: Veritext
Acquired: February 2008
The Herbal Garden
www.veritext.com
USA
At present, Riverside’s Capital Appreciation Fund family has 32 platform companies and 32 add-on
Add-On to: HerbThyme Farms
Electro-Mec
acquisitions. In 2008, we acquired 11 new companies and successfully exited three.
Acquired: November 2008
USA
www.theherbalgarden.com
Add-On to: Integrated Power Services
Investments HerbThyme Farms Acquired: February 2008
TRICO TCWIND
USA ww.electro-mec.com
RCAF - Platform Acquisitions USA
Acquired: April 2008
Add-On to: Integrated Power Services
HerbThyme Farms is the largest year-round grower,
Realisations
Coeur Acquired: September 2008
shipper and marketer of conventional and certified
USA www.tricotcwind.com
organic fresh culinary herbs in the United States.
Acquired: October 2008
Moss
www.herbthyme.com
Coeur designs, manufactures and assembles a The Monarch Group USA
variety of products for the medical and commercial USA Acquired: September 2000
marketplace. Add-On to: Integrated Power Services Exited: July 2008
www.coeurinc.com Acquired: September 2008 Results: 33% gross IRR
www.monarch-electric.com 4.2x gross cash-on-cash return
DuBois Chemicals
USA CFM Corporation Universal Air Filter
Acquired: September 2008 USA USA
DuBois Chemicals is a high-quality manufacturer of Add-On to: Monessen Hearth Systems Acquired: December 2005
specialty chemicals and solutions for manufacturing Acquired: July 2008 Exited: June 2008
Funds: RCAF V (2008), RCAF 2003, RCAF 2000,
problems and lean initiatives. www.monessenhearth.com Results: 80% gross IRR
RCAF 1998, RCAF 1995, Pre-RCAF ‘95
www.duboischemicals.com
4.8x gross cash-on-cash return
Shuttlewagon
Target Acquisitions:
ITEL Laboratories USA HCPro
North American companies generally with
USA Add-On to: Nordco USA
$5 million to $15 million of LTM EBITDA.
Acquired: May 2008 Acquired: April 2008 Acquired: December 2002
ITEL is an independent testing laboratory servicing www.shuttlewagon.com Exited: February 2008
Offices: Atlanta, Chicago, Cleveland, Dallas,
the property insurance industry.
Results: 26% gross IRR
Los Angeles, New York and San Francisco.
www.itelinc.com
3.4x gross cash-on-cash return
P A R T N E R S H I P, GROWTH, INTEGRITY

6. RMCF Deal Flow 2008 RAF Deal Flow 2008
1,567 302
Deals Considered Deals Considered
388 138
Deal Write-Ups Deal Write-Ups
“Riverside Asia Fund applies the firm’s proven
processes and strategies to the developed
140 56
Company Visits Company Visits
economies of Asia.”
16 5
Stewart Kohl, Co-CEO, Riverside
Letters of Letters of
Intent Issued Intent Issued
7 2
Deals Deals
Closed Closed
Riverside Micro-Cap Fund (‘RMCF’) Highlights Riverside Asia Fund (‘RAF’) Highlights
RMCF made its first investment in 2005. This fund family seeks fast growing North American Riverside opened its first Asian office in Tokyo in April 2007 followed by an office in Seoul in October
“micro” companies with up to $5 million in EBITDA and provides intense operating resources to help 2007. RAF acquires companies with less than $10 million of EBITDA in Asia’s mature economies.
companies achieve their potential. The fund currently comprises 19 platform companies and eight
add-on acquisitions.
Investments Asian Operating
RAF Investments
Strategy
Investments GTI Diagnostics
USA
RMCF - Platform Acquisitions Wiz Korea
Acquired: July 2008 In addition to seeking acquisitions, Riverside’s Asian
Korea
GTI Diagnostics is a developer, manufacturer and marketer efforts are part of a larger focused operating strategy
Eemax Acquired: August 2008
of specialty test kits for the in vitro diagnostics industry. unique to Riverside. The Asian Operating Strategy is
USA Focusing on students from two to seven years of age, Wiz
www.gtidiagnostics.com highlighted by a Hong Kong-based expert dedicated
Acquired: September 2008 Korea operates the largest learning-oriented preschool
to helping Riverside’s global stable of 68 portfolio
Eemax is the leading manufacturer of tankless education franchise in Korea with 53 franchises and
Universal SmartComp companies succeed and leverage opportunity in Asia.
water heaters for commercial, industrial and three company-owned locations, including 52 within
USA
residential markets. Korea and four located internationally.
Acquired: March 2008
www.eemaxinc.com www.wizkorea.co.kr
Universal SmartComp is a U.S. Best-In Class Physical
Medicine network that is setting the standard for
HEALTHCAREfirst Shinsouki
decreasing the spiralling costs of physical medicine
USA Japan
in workers compensation.
Acquired: August 2008 Acquired: January 2008
www.universalsmartcomp.com
HEALTHCAREfirst provides software and services Shinsouki is the largest parking lot operator in
exclusively to the home care and hospice Niigata City, Japan. Combining knowledge of the
RMCF – Add-on Acquisitions
industries. area and close relations with landowners, Shinsouki
www.healthcarefirst.com operates more than 3,000 parking spaces in the
JSL Communications, LLC
Niigata prefecture.
USA
Results Weight Loss www.sinsouki.jp
Funds: RMCF I (2005) Add-On to: Health & Safety Institute
Funds: RAF (2008)
USA
Acquired: December 2008
Acquired: August 2008
Target Acquisitions: www.jslcom.com
Target Acquisitions:
With 11 dedicated weight loss centres, Results
North American companies generally with less
Weight Loss provides a variety of weight loss plans Primarily Japanese and South Korean companies
than $5 million of LTM EBITDA.
TrainingPro
where clients meet with highly trained counsellors with less than $10 million of LTM EBITDA.
USA
that are focused on both education and motivation.
Offices: Atlanta, Chicago, Cleveland, Los Add-On to: OnCourse Holdings
Offices: Hong Kong, Seoul, Tokyo
www.resultsweightloss.info
Angeles and New York.
Acquired: March 2008
www.trainingpro.com
P A R T N E R S H I P, GROWTH, INTEGRITY

7. CASE STUDY
Our Company
The Riverside Company is the largest global private equity firm focused
on the lower end of the middle market and is one of the industry’s most
experienced leveraged buyout investors.
Riverside invests in premier SME companies valued up to €150 million
“With more than 900 staff members serving
and partners with strong management teams to build companies through
over 1,000 clients located in more than
acquisitions and value-added growth.
30 countries, it has taken under a year
Since its founding in 1988, Riverside has invested in 208 transactions,
with a total enterprise value of more than €4.0 billion. Riverside’s current
for Sage to become the world’s leading
portfolio in Europe, North America and Asia consists of 68 companies with
financial communications and stakeholder
combined annual sales of more than €2.3 billion, EBITDA of approximately
€360 million and more than 14,000 employees worldwide.
management firm.”
Dr. Oliver Niedermaier, President and CEO, Sage Holdings
SAGE: Creating A Global Niche Leader
Sage Holdings (“Sage”) was created to meet the changing communications challenges arising from
the consolidation of stock exchanges, migration of corporate governance regulation and increased
levels of shareholder activism. The strategy is to assemble and support the growth and integration
of a range of international communication businesses through acquisitions, investments, joint-
ventures, strategic alliances and organic growth.
Sage is structured along three business segments: In early 2009, Sage grouped all Investor Relations
consulting; analytics & technology; and stakeholder services under the Taylor Rafferty brand and
fulfilment. The company is focused on building a established a dedicated team for business
business of significant value in these areas through development.
further complementary acquisitions in each of the
world’s major financial centres. Sage Holdings employs over 900 professionals
serving over 1,000 clients from offices in New York,
Since its creation in June 2007, Sage has grown by London, Munich, Stockholm, Dubai, Hong Kong,
“We’ve had a record-setting year for acquisitions and have acquisition to become the world’s leading financial Manila, Taipei and Tokyo.
communications and stakeholder management
strengthened our infrastructure in Europe with continued “Sage is poised to become the most comprehensive
firm. Sage Holding companies currently include:
shareholder management services firm globally –
leading proxy solicitation company D.F. King;
expansion. Riverside’s proven strategy of buying and building this is a unique strategy based on the developing
Europe’s fastest-growing financial communications
leading companies, partnering with management and needs of corporations in dealing with a global
M:Communications;
consultancy top-ranked
capital market structure.”
Scandinavian communications firm Hallvarsson
maintaining solid financial relationships has allowed us to & Halvarsson; Wall Street investor and media Kai Koeppen, Partner, Riverside
relations consultancy Broadgate Consultants;
weather many financial cycles.” UK-based markets intelligence specialist Capital www.sageholdings.com
Precision; and leading international investor
Tony Cabral, Managing Partner, Riverside relations firm Taylor Rafferty.
P A R T N E R S H I P, GROWTH, INTEGRITY

8. Europe North America
Office Locations Brussels, Belgium Atlanta, Georgia
7. Ave. Lloyd George 561 Vinings Estates Drive
B-1000 Brussel Atlanta, GA 30126
Riverside has 18 offices, in 12 countries, across three continents. This gives us global reach with a T: +1 770 948 4256
Belgique
local presence. It also provides us with exceptional insight into local conditions, culture and business T: +32 2 626 21 21
Chicago, Illinois
practices, making Riverside better investors and business partners.
Budapest, Hungary 4545 N. Hermitage Avenue
Riverside Kft. Chicago, IL 60640
T: +1 773 334 7518
1015-Budapest
Batthyány u. 49.
Cleveland, Ohio
Hungary
Terminal Tower
T: +36 1 224 9050
50 Public Square, 29th Floor
Eindhoven, Netherlands Suite 4000
Ten Hagestraat 5-B Cleveland, OH 44113
T: +1 216 344 1040
5611 EG Eindhoven
Netherlands
Dallas, Texas
T: +31-40-20-347-10
3131 McKinney Avenue
Madrid, Spain Suite 160
MUNICH STOCKHOLM Serrano 120-3°dcha Dallas, TX 75204
NEW YORK
EINDHOVEN T: +1 214 871 9640
PRAGUE 28006, Madrid
CLEVELAND
España
BRUSSELS WARSAW
CHICAGO
Los Angeles, California
T: +34 91 590 1337
BUDAPEST
1453 3rd Street Promenade
Munich, Germany Suite 305
Alter Hof 5 Santa Monica, CA 90401
T: +310 499 5080
80331 München
TOKYO
MADRID
Deutschland
SAN FRANCISCO
New York, New York
ATLANTA SEOUL
T:+49 89 24 22 48 90
LOS ANGELES
45 Rockefeller Center,
DALLAS HONG KONG
Prague, Czech Republic 630 Fifth Avenue, Suite 2400
Václavské nám. 832/19 New York, NY 10111
T: +1 212 265 6575
110 00 Praha 1
Česká Republika
San Francisco, California
T: +420 224 890 166
455 Market Street
Stockholm, Sweden Suite 1520
Blasieholmsgatan 4A San Francisco, CA 94105
T: +1 415 348 9560
114 48 Stockholm
Sverige
Asia
T: +46 8 545 0 3030
Warsaw, Poland
Hong Kong, China
ul. Zielna 37/c
Room 2910 Shell Tower
00-108 Warszawa
“In 2008 Riverside strengthened its position as
Times Square
Polska
1 Matheson St
T: +48 22 320 4820
a pan-European leader in lower mid-market
Causeway Bay, Hong Kong
T: +85 2 2159 7489
buyouts, by adding key team members and Seoul, South Korea
21 FL Seoul Finance Center
reviewing over 1,100 investment opportunities. Taepyeongro 1-ga,
Jung-gu Seoul 100-768
With 11 acquisitions and two exits, we were one Korea
T: +82 2 3782 6820
of Europe’s most active PE houses.” Tokyo, Japan
Akasaka Garden City, 4th Floor
Karsten Langer, Partner, Riverside
4-15-1 Akasaka, Minato-ku
Tokyo 107-0052
Japan
T: +81 3 5574 7290

9. www.riversideeurope.com
© The Riverside Company 2009
Riverside and The Riverside Company are trademarks or registered trademarks of
Riverside Partners L.L.C. in the USA and other countries and may not be used without
permission. Although Riverside uses reasonable efforts to obtain information
from reliable sources, Riverside makes no representation that the information
or opinions contained in this brochure are accurate, reliable, complete or up to
date, and such information and opinions are subject to change without notice.
Information regarding the past performance of Riverside’s portfolio companies
is not necessarily indicative of future results, and there can be no assurance
that Riverside will achieve comparable results on subsequent investments.