Venture Capital and Private Equity overview Hungary 2014

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Venture Capital and Private Equity overview Hungary 214 Participants in the survey: 3TS Capital Partners Alliance Jura Hongrie Buran Venture Corvinus DBH Investment Docler Investments Enterprise Investors Euroventures ieurope Capital Finatech Capital Informatikai Kockázati Tőkealapkezelő Kaerous Capital MFB Invest Mid Europa Partners Morando PortfoLion Primus Riverside Europe SZTA Venturio X-Ventures The above response rate represents 84% of HVCA members. * Methodology and terminology follows that of the European Venture Capital Association and as such might differ from other EY publications in the subject. Introduction Dear Colleague, We are happy to announce that the Hungarian Venture Capital Association in collaboration with EY has prepared an analysis on the Hungarian Venture Capital and Private Equity market s performance in 214. Given that the majority of the information was directly collected from the funds of the market, the study is able to provide a quicker outlook on the market s performance with greater detail than similar reports provided by the European Venture Capital Association. The report has been commented by a HVCA Board member, discussing the market s performance in 214, representing the perspective of Hungarian VC and PE funds. The data was collected through questionnaires completed by the members of HVCA, and since sometimes these questionnaires are not completed in full, this may distort the outcome of the analysis. In addition to questionnaires we collected published from various online news portals. * Should you be interested in further industry related information or previous issues of the report please visit http://www.hvca.hu/hu/statisztika/. Your sincerely, Levente Zsembery HVCA, Chairman X-Ventures, CEO Highlights 214 BalázsTüske HVCA, Member of the Board EY, Partner companies receiving investments by VC: 89 companies receiving investments by PE: 7 Total amount invested: HUF 54.9 billion ( 178.1 million / $227.1 million) Most common phase of investment: VC start-up stage divestments: 8 Top three most active industries (by value): 1. Business & industrial services 2. Energy & environment 3. Business & industrial products

number of investments HUF millions Executive Summary During 214 96 new and existing companies received over HUF 54.9 billion from VC / PE funds in Hungary in 17. 53 firms received minimum HUF 1 million, and 6 received HUF 1. billion or more in form of equity investment. Top 5 accounted for 7% of total market activity, and the 5 most active funds executed 7% of all investments. The JEREMIE funds have made the most investments, providing funding for 48 companies, however the most capital was invested by the private funds, with 43% market share. The most common stage of investment was the VC start-up phase, with 55 investments, however due to their higher value per deal, the PE growth stage dominated the market in terms of value with HUF 23.6 billion. 42,324 77% 3,593 7% Quarterly breakdown of market activity 6,13 11% 2,841 5% Q4 Q3 Q2 Q1 I. Equity investments During 214 96 companies received capital (through 17 separate equity investments) in Hungary with a total value of HUF 54.9 billion. The average deal size of VC investments was HUF 17 million, while the average size of PE investments was HUF 4.8 billion. Investment sizes varied significantly from couple of millions up to HUF 15. billion. The top 5 equity investments accounted for close to 7% of total investments in 214. As presented on the chart to the right, three quarters of total investments have been made between October and December in terms of value. Even though the amount of investments was close to 4% higher during the 4th quarter, the significantly larger market activity was driven by a small number of outstandingly large deals executed by Private Equity funds. 45, 4, 35, 3, 25, 2, 15, 1, 5, Quarterly breakdown 4 1,816 55 2,441 4,287 3,538 36,3 6,24 Q1 214 Q2 214 Q3 214 Q4 214 Market activity breakdown by funds VC PE The study was based on the deals completed by 34 funds, based on information provided directly or extracted from public sources. 13 of these funds have achieved an accumulated annual investment of over HUF 1. billon, closing 89% of all and the top 5 were responsible for over 71% of total investment value. Only five funds invested in 4 or more companies during 214, these five funds have achieved only 16% market share, suggesting that the total transaction value is spread across numerous players of the market with lower number of investments. Also supporting the above is that funds closing only one investment in 214 accounted for 47% of all the capital injections. The average investment size was HUF 1.1 billion, which is skewed by the previously mentioned small number of larger investors. investments - quarterly breakdown 35 3 29 25 23 24 2 19 15 1 6 5 2 1 1 2 4 4 Q1 214 Q2 214 Q3 214 Q4 214 PE inv. VC inv. exits

Market activity breakdown by funds (cont d) In terms of ownership of funds governmental, private and jointly backed funds show significant differences in their activities. The three funds with public ownership have invested HUF 19.6 billion into 36 companies mainly in the start-ups phase, however these funds have represented themselves among the investments over HUF 1. billion as well. The eleven privately managed funds have invested HUF 23.7 billion into 12 companies. However, the statistics mostly rely on estimates, as a significant number of privately managed funds do not disclose their exact investments or transaction sizes. Therefore, figures have to be extracted from publically available information. 19 out of the 34 funds in the study are JEREMIE funds, with on average 7% governmental capital and 3% private contributions. The 19 JEREMIE funds closed the highest number of, amounting to a total of HUF 11.6 billion of investments across 48 companies. The chart to the right describes the above presented distribution of funds activities in terms of total size of investments. 48 companies 11 563 21% 36 companies 19 615 36% Total investments by fund ownership types and number of companies receiving capital * Privately managed VC/PE funds 12 companies 23 682 43% ** Funds with 1% governmental ownership and capital Private* Government** JEREMIE*** *** Funds founded through the Joint European Resources for Micro to medium Enterprises program (7% governmental, 3% private ownership) Industry breakdown Two sectors dominated the VC / PE investment market, which accounted for 73% of total value of equity investments. The largest sectors included were (in order of size of investments) Business & industrial services, Energy & environment, Business & industrial products and Life sciences with 85% of the market. Also notable, but having seen minor investments are the Consumer services, Transportation and Communication. 5% 6% 3% 2% 7% Business & industrial services 4% Energy & environment 29% 44% Business & industrial products Life sciences Consumer services Transportation Communications Other Sector Q1 214 Q2 214 Q3 214 Q4 214 Business & industrial products 1 6 2 686 6 993 3 2 77 Business & industrial services - - 6 2 173 6 1123 1 2 953 Chemicals & materials - - 1 5 3 313 - - Communications 3-1 46 1 55 3 649 Computer & consumer electronics 1-1 2 - - 3 394 Consumer goods & retail 1 63 - - 3 244 2 35 Consumer services 3 157 4 1731 - - 1 8 Energy & environment 4 485 - - - - 3 15 523 Financial services 3 5 - - - - - - Healthcare services - - 1 21 - - - - Life sciences 6 6 5 428 4 653 6 85 Real estate - - - - - - 1 31 Transportation - - 1 74 2 212 1 1 61 Not specified 1 435 1 25 - - - -

exits number of Investment stages Almost all in 214 were first time investments, representing 94% of the transaction in terms of value, amounting HUF 51.4 billion. The rest of the investments were follow-on capital injections started in previous years, accounting for 29% of the initial contributions. This would indicate that investors believe in these investments and are willing to increase their exposure with a view of growth and better exits. The largest equity investments were closed in the PE growth phase followed by PE buyout phase and in terms of number of the most common stage was the VC start-up phase with 55 companies receiving funds at this stage. 3 25 2 15 1 total capital invested in value categories 5 19 24 15 25, 2, 15, 1, below 5 5-1 1-2 2-4 4-8 8+ 2 12 5, 6 - quarterly breakdown 23 551 11 15 2 1 PE growth PE Buyout 55 8 787 VC startup Stage 24 6 542 VC laterstage venture Number 5 4 961 VC seed Not disclosed The size of investments and their distribution shows that the common investment targets on the market were companies in the different stages of the start-up phase. More than half of the investments were under HUF 2 million, and only 6 outpaced HUF 8 million, all of which were in the billions category. The median of investments has been consistently close to HUF 1 million across the quarters, over 55% of all companies receiving investments over this threshold. 6 5 4 3 2 1 II. Divestments There were eight exits reported during 214, and the total investment in these projects was HUF 611.5 million. The breakdown of exits can be found below broken down by industry and phase of the project as at the exits. 5 4 3 Business & industrial services Consumer services VC Start-up 75% 2 1 Q1 Q2 Q3 Q4 Business & industrial products Transportation PE Buyout 13% VC Seed 12% III. Fundraising There wasn t any fundraising activity reported in 214.

IV. Commentary The following comments have been provided by the members of HVCA elaborating on the report and on the performance of the market in 214. The below opinions represents the perspective of representatives of the market players and advisors. András Szombati, HVCA Board member, Partner at Primus Capital In the mirror of statistics, 214 was a successful year for the Hungarian venture capital industry, especially for the JEREMIE sector. As in 215 investment period ends for these funds (no cash disbursement is possible after this cut off date) 214 is optimally the last year to enroll new investments in the portfolio. This behavior of JEREMIE funds is clearly reflected in the statistics; 94% of the total investment made in 214 (HUF 54.6 billion) are first round investments. This also sets forth that in 215 the proportion of first round investments is expected to drop back, as in 215 funds will concentrate on providing follow-on funding to the existing portfolio. Also 214 is a good illustration that the PE/VC industry is almost back to its golden age (26-29) when total investment amount fluctuated between USD 3-75 million annually. Though 214 figure translates to USD 2 million, which falls short of the investment performance of the golden years, still we can consider this as an outstanding performance as: new (start-up phase) investments (55 in 214) is the highest figures since the existence of the Hungarian VC/PE market. Venture capital fulfilled a significant role in achieving the investment volume; around 3% in 214, while less than 1% on average in the 26-29 period. This shows that the industry became more balanced and annual investment amount is not fully contributed by couple of mega Private equity deals only. (Average investment size decreased from USD 8.9 million (average in 1989-21) to USD.7 million in 214.) Early and development stage investments in the 26-29 period were dominated by the state-owned venture funds, which role has been successfully taken over by the JEREMIE funds, which behave as private funds. In terms of exits, the market is underperforming the historical average (8-1 annually in 26-29), but we have to bear in mind that the industry was restarted by the JEREMIE funds only in 21. Calculating with an industry standard holding period of 5 years, exits are only expected to come in the 217-219 period. Altogether 214 justifies the beneficial effect of the JEREMIE program, and today we can talk about an active industry, characterized by a balanced structure of early and later stage investments. András Bányai, Manager at EY The Venture Capital and Private Equity investment overview report, while prepared on a somewhat different methodology, is in line with our M&A Barometer. Financial investors activity are close to parity with number of strategic deals and are relatively higher compared to past years or CSE average. The deal population is a healthy mix of various : in 214, we have seen first time investments of VC funds (mostly JEREMIE II and III), some potentially last occasions of new investments from JEREMIE I funds, JEREMIE exits to strategic investors as well as a Private Equity making its first investment in Hungary. On the other hand, we estimate that majority of exits were actually founders buying back their shares from the investors. We expect to see more open market exits to third party buyers this year and the appearance of foreign VCs / PEs investing into JEREMIE owned companies are yet to come, as well. Many JEREMIE II and III funds are to have a busy year in 215 if to spend all fundings till the year end. We also expect the JEREMIE Program to continue to dominate the Hungarian financial investment deals landscape and hopefully to build more and more companies that attract international attention and investment. Zoltán Siklósi, Managing Director at Invescom While JEREMIE activity is receiving most of the public attention, larger; PE-driven mid-market are at least equally important contributors to M&A market momentum. We made the following observations in 214. Most PE investments have been made in growth financing, buy-out activity was limited. PE focus has been primarily the technology and services sectors. A number of newcomer PE funds and PE backed companies discovered Hungary (and the CEE region), as a yet untapped geographic market with quality opportunities. The appearance of these players might contribute to an increased M&A activity going forward. Another pattern was the return of intra-region buy-and-build strategies by PE players. We have also seen a significant platform acquisition in Hungary in 214, as a positive yet unusual development, as Hungarian players normally become targets of regional consolidators.

About us HVCA EY The Hungarian Venture Capital and Private Equity Association was established in 1991. It represents the interests of the venture capital and private equity sector in Hungary. It is committed to promoting the concepts underlying the sector, assisting the work of its members, the elaboration of the highest professional and ethical standards and the monitoring of compliance with these. The Association, functioning as the national professional organization of the venture capital and private equity sector, has undergone substantial development since its founding, as the association now has 74 members compared to the five at inception. Full members effect investments in listed or unlisted companies as a core activity. Associate members include firms which do not conduct venture capital and private equity investments as a core activity, but possess important know-how and experience related to the sector and provide numerous essential services for venture capital and private equity companies, such as legal advice, accounting services or M&A advisory services. (to learn more about HVCA please visit the following website: http://www.hvca.hu/hu/) EY is a global leader in assurance, tax, transaction and advisory services. The insights and quality services we deliver help build trust and confidence in the capital markets and in economies the world over. We develop outstanding leaders who team to deliver on our promises to all of our stakeholders. In so doing, we play a critical role in building a better working world for our people, for our clients and for our communities. EY refers to the global organization, and may refer to one or more, of the member firms of Ernst & Young Global Limited, each of which is a separate legal entity. Ernst & Young Global Limited, a UK company limited by guarantee, does not provide services to clients. For more information about our organization, please visit www.ey.com.