Bain Capital – Perpetual Wealth Management Group

WA-80022

Bain Capital Investors, LLC (B**ain Capital**) proposes to acquire Perpetual Limited's Australian wealth management business through a newly created special purpose vehicle indirectly controlled by Bain Capital, BCPE Barton BidCo Pty Ltd (**BidCo**) (the **Acquisition**). Under the Share Sale Agreement (**SSA**), Perpetual Limited will procure that its wholly owned subsidiary, PCT PWM Holdco Pty Ltd (ABN 22 678 512 608) (**HoldCo**), will sell 100% of the shares in Perpetual PWM Services Pty Ltd (ACN 678 546 113) (**PPWMS**) to BidCo. PPWMS is (or will be immediately before completion) the head company of the Perpetual Wealth Management Group. Bain Capital is a limited liability company organised in Delaware under United States law and is the ultimate general partner of numerous private equity funds. Bain Capital, through such funds, invests in companies with activities in various industries, including technology, media and telecommunications, healthcare, retail and consumer products, financial and business services, and industrial/manufacturing. Perpetual Wealth Management Group is the wealth management division of Perpetual Limited, an Australian financial services company. Perpetual Wealth Management Group provides wealth management services including financial advice, investment management, tax management, estate management and trustee services for individuals, families, businesses and not-for-profit organisations through its Perpetual Private, Fordham and Jacaranda Financial Planning businesses.