New investment in Visma valued at US$12.2 billion in the world’s largest ever software buyout Aug 24, 2020

- Hg Saturn 2 will put forward the majority of the new invested capital to acquire a further stake in Visma from a group of current investors including Montagu, who will fully exit the business.

- New investors, Warburg Pincus and TPG will also invest in the business for the first time, acquiring minority stakes. Existing investor CPPIB will also acquire an additional stake;

- The investment will value Visma at an Enterprise Value of NOK 110 billion (US$12.2 billion), making this the largest ever software buyout globally;

Visma’s strategy is to improve society through greater productivity. It does this by providing world- class, mission-critical, Software-as-a-Service (SaaS) to over one million businesses in areas such as accounting, resource planning, payroll, HR and commerce applications;

- Hg will continue to support this proven strategy, alongside a group of world-class technology investors.

London, UK and Oslo, Norway. 21 August 2020. Hg, Europe’s leading software investor, today announces that theHg Saturn team and its investors have agreed to a further investment in Visma, a leading provider of business-critical software to private and public enterprises in the Nordic, Benelux and Baltic regions. Hg will put forward the majority of the new invested capital in a transaction valuing the business at an Enterprise Value of NOK 110 billion (US$12.2billion), making this the largest ever software buyout globally.

The Hg Saturn 2 Fund will purchase the stake from Montagu, a leading European private equity firm which has been an investor in the business since 2010, and other investorsincluding Hg’s Genesis 7 Fund which will reduce its holding in Visma. Warburg Pincus and TPG will invest in the company for the first time, acquiring minority stakes. Existing investor CPPIB will increase its stake, alongside other current co-investors in the business, including General Atlantic who invested earlier in the year. Following completion of the transaction, Hg will continue to own a majority (c.54%) stake in Visma, with co- investors GIC, ICG, CPPIB, Warburg Pincus, TPG, General Atlantic and management.

Hg led the original delisting of Visma from the Oslo Stock Exchange in 2006 and has been the lead or co- lead investor in Visma for the last 14 years. During this period Visma has grown to become a leading provider of SaaS productivity solutions to businesses across Northern Europe – the Nordics, Benelux and Central & Eastern European regions.

Visma is a true Software-as-a-Service (SaaS) champion and the largest provider of cloud-delivered SaaS to European businesses. This is the result of an early decision by Vismaand Hg to invest in cloud and SaaS technology in 2008. This early investment has given Visma a leading suite of SaaS products across a number of sectors. Today Visma has over 11,000 employees, including 4,000 software developers who serve over one million business customers. The success in SaaS has resulted in uninterrupted, year-on- year, revenue and EBITDA growth over the last 15 years of (19% and 23%CAGR respectively).

Merete Hverven, CEO of Visma said: “For almost 15 years now, Visma has benefited from a supportive and highly knowledgeable private equity investor base, led by Hg. This guidance and know-how in the software sector has enabled us to consistently and significantly expand both our product offering and geographic footprint. This includes a significant investment in SaaS which has strengthened our

recurring revenue model. We continue to invest in world-class technology including new areas of innovation, such as AI and machine learning. We warmly welcome this further supportfrom Hg, General Atlantic and new investors Warburg Pincus and TPG and look forward to continuing Visma’s journey to create a fully online ecosystem for SMBs across Europe.”

Nic Humphries, Senior Partner and Head of the Hg Saturn team said: “Visma is Europe’s biggest success story in cloud software for businesses. This is a result of consistent investment in SaaS technology by Øystein Moan, Merete Hverven and their world-class team. Today we’re as excited as we’ve ever been about the future prospects of the business. Most recently, Covid19 has demonstrated the power of Visma’s cloud solutions – empowering businesses to stay connected and continue working through the crisis. We’re also delighted to welcome new investors, who join the other strategic investors already supporting Visma from across the globe.”

Advising on the transaction were: on the buy side, ArmaPartners (financial adviser), Jefferies (financial adviser), Carnegie Investment Bank (financial adviser), Skadden(M&A legal), Kirkland & Ellis (financing legal), Deloitte (structuring), EY (financial and tax DD), Alvarez & Marsal (operational DD) and OC&C (top-up commercial support).On the sell side, advisors were Goldman Sachs (financial adviser), BofA Securities (financial adviser), ABG SundalCollier (financial adviser), Linklaters (legal), Wiersholm(Norway legal), Deloitte (financial DD), Crosslake (tech DD)and OC&C (commercial DD).

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