Palamon portfolio company, Towry, completes £47.3 million financing package with Macquarie and RBS

Towry Group Limited (“Towry” or the “Company”), portfolio company of Palamon Capital Partners (“Palamon” or the “Firm”), has concluded a transaction with Macquarie Bank (“Macquarie”) and Royal Bank of Scotland (“RBS”), to provide a £47.3 million financing package. The proceeds of the debt issuance, which comprised £42.5 million of senior and junior loans provided by Macquarie and

£4.8 million of additional senior debt provided by RBS, one of Towry’s existing lenders, were used to replace a mezzanine debt facility.

Towry is a growing independently-owned Wealth Advice business in the UK with £4.6 billion of Assets under Management (“AuM”). Since Palamon’s initial investment in 2003, revenue has grown more than 35% per year. The Company provides fee-based financial advice and discretionary asset fund management services to more than 25,000 clients.

Daan Knottenbelt, Partner at Palamon Capital Partners commented, “The improved efficiency of the capital structure of Towry is a testament to the strength of its business, which since our initial investment has grown Assets under Management by almost 40% per year to £4.6 billion through a combination of organic growth and strategic acquisitions. The financing structure provides a sound basis from which further expansion can take place to continue the Company’s high rate of profit growth and solidify its position as a national leader in the IFA sector.”

Anthony Gardner, Managing Director of Structured Finance at Palamon Capital Partners, said, “Together with management we have arranged new financing from Macquarie and additional financing from RBS, Towry’s longstanding and highly supportive lender. Securing this long-term debt package significantly reduces the financing costs to the business and validates the Company’s track record of growth in revenue and profitability.”

Florian Herold, Co-Head of Macquarie European Lending, commented, “We believe Towry is a well- regarded, high growth company with strong recurring revenue streams. Working closely with the management team at Towry and Palamon, we are delighted to have been able to develop and put in place a financing structure that meets their specific needs.”

Palamon focuses on making equity investments in high growth European service sector businesses with its portfolio averaging annual growth rates of 20% in revenue and 40% in EBITDA since the Firm’s inception in 1999. The Firm has a strong track record of securing financing for its portfolio companies, built on strong relationships with a diverse range of lenders and the strength of the businesses that its growth focused model creates. Most recently, the Firm’s portfolio company Cambridge Education Group, a leading provider of pre-University education, completed a

£23.5 million refinancing package with RBS.

Towry Group Limited

Towry is a growing wealth advice firm, employing approximately 650 people in 18 offices across the United Kingdom. Towry offers fee based, independent financial advice and investment management services to private individuals with investable assets in excess of £100,000 and has £4.6 billion of Assets under Management,.

For more information on Towry refer to www.towry.com

Macquarie Corporate and Asset Finance Lending

Macquarie CAF Lending's European team provides innovative financing solutions to corporate, financial sponsor and real estate clients across Western and Central Europe. The team has invested more than
€4 billion since early 2009, expanding its market share in view of the increased demand for debt facilities as many other banking institutions have not been able to participate in the market.

For more information on Macquarie Corporate and Asset Financing refer to www.macquarie.co.uk

Royal Bank of Scotland

The RBS Group is a large international banking and financial services company. From its headquarters in Edinburgh, the Group serves over 30 million customers in the United Kingdom, Europe, the Middle East, the Americas and Asia. RBS is the leading provider of total debt solutions to the international leveraged finance market with extensive experience in delivering complex financing solutions, providing one stop shop financing for private equity firms, with a track record for deliverability and innovation.

For more information on RBS refer to www.rbs.com

Advisers to the transaction:

Legal Advisers to Palamon: Legal Advisers (Senior debt): Legal Advisers (Junior debt): Tax and Structuring:

Slaughter & May Macfarlanes
SJ Berwin PriceWaterhouseCoopers