Credit Suisse Investment Banking Pitch Book

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#1CREDIT SUISSE Project Osprey Presentation to the Board of Directors Confidential / Draft April 13, 2017 PRELIMINARY | SUBJECT TO FURTHER REVIEW AND EVALUATION These materials may not be used or relied upon for any purpose other than as specifically contemplated by a written agreement with Credit Suisse AG or its Affiliates (hereafter "Credit Suisse").#2Executive summary As part of its ongoing exploration of strategic alternatives, NEWS has engaged in several recent informal conversations on potential strategic combinations; given the current public market valuation Credit Suisse (or "CS") recommends a thorough evaluation of selected strategic alternatives Based on current approaches and our market assessment, there are three potential strategic paths for NEWS to consider: 1. Standalone: continue with existing strategy to transition to a capital-light credit asset manager 2. Project Osprey: sale of majority of balance sheet assets with associated management fee and concurrent sale of manager 3. Sale of whole company to a single buyer: Credit Suisse believes that the universe of potential buyers primarily consists of alternative asset managers, not banks or other regulated financial institutions Current Project Osprey construct involves [***] as the buyer of the majority of the balance sheet as an LP-style investor - [***] has made an oral indication of interest to acquire the loan assets as a fund investor: preliminary indications have implied a 99% loan value with a 1.00% total fee per annum ( - GSO, acting as agent for [***], to be named manager of newly-formed fund with NewStar as sub-advisor; each party to receive 0.50% fee per annum - First Eagle Investment Management, [***], and [***] have orally expressed interest in the asset management platform Each potential strategic path has distinct workstreams and timing but CS believes that generally speaking, they could be completed in 6-9 months indicates information that has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. This information has been filed separately with the Securities and Exchange Commission. Confidential / Draft Ⓒ Credit Suisse AG and/or its affiliates#3CREDIT SUISSE Preliminary assessment of NEWS standalone Confidential / Draft 2#4Total shareholder return 40% 20% 0% (20%) (40%) (60%) 4/11/14 11/14/14 Source: FactSet, company filings and press releases. Market data as of 4/11/2017. Note: (1) (2) Paryszeoſen 6/23/15 1/28/16 NEWS External BDCs >$250mm Mer منهاش همه 9/2/16 Internal BDCs >$250mm External BDCs with market cap greater than $250mm include ARCC, PSEC, FSIC, AINV, TSLX, GBDC, NMFC, SLRC, TCPC, GSBD, FSC, PNNT, BKCC, PFLT, MCC, FDUS, TICC, TCRD, SUNS, GAIN, MRCC and WHF. Internal BDCs with market cap greater than $250mm include MAIN, HTGC, TCAP and NEWT. *28.3% просто. (16.1%) 4/11/17 Confidential / Draft 3 O Credit Suisse AG and/or its affiliates#5Historical P/TBV 11/4/2014: Announces 1.50x strategic relationship & investment with GSO & 1.25x 1.00x 0.75x 0.50x 0.25x Franklin Square consisting of $300mm of sub notes and 12 million warrants exercisable at $12.62 V Apr-14 ($ in millions) Pre-tax ROAE AUM 12/3/2014: Closes $200mm initial GSO investment Q4 13 6.8% $2,771 Oct-14 Q1 14 6.8% $2,574 3/26/2015: Announces repurchase of 1 million common shares 02 14 NM $2,699 4/15/2015: Fitch assigns BB- long-term rating to NewStar with a stable outlook Apr-15 03 14 10/7/2015: Completes acquisition of Boston-based alternative asset manager Feingold O'Keeffe Capital; authorizes new $5mm share repurchase plan 5.6% $2,832 Q4 14 4/17/2015: Prices $300mm of 7.25% senior notes 1.4% $3.761 Source: FactSet, SNL Financial, company filings. Note: Market data as of 4/11/17. (1) Represents approximate totals from company filings loan amounts for 04'13 to 03'14. 11/9/2015: Prices $80mm of 7.25% senior notes Oct-15 Q1 15 2.7% $3,745 NEWS 02 15 5.2% $4,158 3/31/2016: Sterling National Bank acquires NewStar's ABL subsidiary for $112 million in cash, at a -6% premium of gross loan receivables 2/11/2016: Expands share repurchase plan Apr-16 03 15 5.5% $4,604 12/1/2016: Radius Bank buys NewStar's equipment finance business for $140mm, representing a -5% premium to net investment in receivables Q4 15 4.3% $6,949 Oct-16 Q1 16 4.2% $6,620 12/9/2016: Board authorizes $30mm share buyback program 2/14/2017: Declares first quarterly dividend of $0.02 per common share 02 16 5.4% $6,583 0.73x Apr-17 03 16 8.7% $6.653 Q4 16 11.1% $6,742 Confidential / Draft O Credit Suisse AG and/or its affiliates#6Preliminary financial projections summary - standalone Summary balance sheet metrics ($ in millions) Net loans Total assets Total debt Total equity Leverage-GAAP Book value per share Summary income statement metrics Net interest income Net income Selected metrics Pre-tax ROAE After-tax ROAE Porfolio yield (excluding cash) Charge-offs/gross loans less LHFS Ending period AUM Total origination volume Source: Company management Unaudited FY 2016 $3,383 4,028 3,405 647 5.1x $15.12 $89.4 28.2 7.4% 4.3 6.46 1.00 $6,750 1,857 Plan FY 2017 $3,129 3,538 2,945 621 4.6x $16.54 $62.7 24.8 6.6% 3.9 6.29 0.41 $7,550 2,854 Forecast FY 2018 $2,873 3,364 2,752 622 4.3x $17.80 $59.4 29.8 8.2% 4.8 6.87 0.90 $8,444 3,171 Forecast FY 2019 $2,499 2,980 2,342 633 3.6x $19.80 $73.0 43.2 11.7% 6.9 7.30 0.57 $9,193 3,391 Confidential / Draft 5 O Credit Suisse AG and/or its affiliates#7CREDIT SUISSE Project Osprey overview Confidential / Draft 6#8Illustrative building blocks of value ■ Management's projected 02'17E TBVPS of $14.83 compares to $11.52 per share of net proceeds from loan sales, tangible assets at the manager, and unrestricted cash (¹) ■ Over the past year, the public market has implied a negligible value for the asset manager / franchise value: any value received for asset management platform, control, or potential upside (e.g., value of tax assets) is incremental to current price $14.83 $10.83. Current market value Value on balance sheet Sale proceeds Illustrative potential asset manager valuation $11.37 Memo: ($ in millions) Total assets $4,129.8 52-week high Tangible book value as Unrestricted cash of Q2'17E Implied asset valuation NBV 100.0% $4.53 $634.8 $4.53 $193.8 100.0% $193.8 $9.23 $4.70 Net proceeds from sale of loans to fund $1,596.8 95.6% $201.3 $11.52 $2.29 Net proceeds from investment assets at manager $163.9 84.9% $98.1 Source: Company projections, SNL Financial. Note: All per share values calculated using 42.8mm basic shares & restricted stock units outstanding per Company projections. (1) Projected TBVPS calculated using 02 17E equity, excluding goodwill & intangible assets as of 12/31/2016, divided by 42.8mm basic shares outstanding per Company projections. Franchise value of AM / premium for control /potential upside Confidential / Draft 7 O Credit Suisse AG and/or its affiliates#9Preliminary sources & uses Asset sale into fund ($ in millions, except for per share amounts) Sources Transfer of restricted cash (1)(2) Loan sales: LHFS to funds Other loans held at par to fund Unencumbered impaired loans Unencumbered NPAs Loans from 2012-2 redemption Loan sale proceeds Sale of MM CLO interests (3) Sale of retained BSL CLO interests CLO sale proceeds Sale of REO Sale of rights & warrants Sale of other related assets Other sale proceeds Total sources (1) (2) Source: Company projections Q2'17E Gross carrying value $73.7 $525.1 271.2 34.5 110.8 199.3 $1,140.9 $313.6 19.1 $332.8 $15.6 10.0 23.9 $49.5 $1,596.8 Sale level 100.0% 99.0% 99.0% 93.4% 74.3% 99.0% 96.4% 94.0% 89.7% 93.8% 75.0% 50.0% 100.0% 82.0% 95.6% Price $73.7 $519.8 268.5 32.2 82.3 197.3 $1,100.2 $294.9 17.2 $312.1 $11.7 5.0 23.9 $40.6 $1,526.5 Uses Repay funding debt: Warehouse lines NS 2012-2 CLO notes Total repayment of funding debt Repay non-funding debt: Senior notes Optional prepayment fee Subordinated notes Optional prepayment fee Total repayment of corporate debt Settle or net liabilities Transaction costs Cash on balance sheet Total uses Performing loans shown at levels reflecting 99% of par. Impaired and non-accruing loans are shown at levels reflecting book value, net of charge-offs and specific reserves. CLO interests shown at net asset values calculated as the difference between the sum of restricted cash and loans valued at 99% of par amounts less outstanding debt. Q2'17E $416.2 157.0 $573.2 $380.0 13.8 300.0 9.0 $702.8 39.3 10.0 (201.3) $1,526.5 Confidential / Draft 8 O Credit Suisse AG and/or its affiliates#10Illustrative value per share sensitivity analysis Loan sale sensitivity analysis (5 in millions, except per share amounts) Gross price paid for loans (-) Net liabilities Net proceeds Basic shares outstanding A Net proceeds per share Sale price of performing loan portfolio (vs. carrying value) (¹) 98.0% 98.5% 99.0% 99.5% 100.0% $1,516.6 $1,521.5 $1,526.5 (1,325.3) (1,325.3) (1,325.3) $191.3 $196.3 $201.3 42.8 $4.47 42.8 $4.58 42.8 $4.70 *********** $1,531.5 (1,325.3) $206.2 42.8 $4.82 $1,536.5 (1,325.3) $211.2 42.8 $4.93 Current Project Osprey construct Source: Company projections All per share values calculated using 42.8mm basic shares & restricted stock units outstanding per Company projections. Note: (1) Values unencumbered NPAs at 74.3%, unencumbered impaired loans at 93.4%, CLO interests at 93.8%, and other sold assets at 100.0%, per Company projections. Confidential / Draft 9 O Credit Suisse AG and/or its affiliates#11Preliminary sources & uses Asset sale to Investment Manager ($ in millions, except for per share amounts) Sources Sale of CLO risk retention interests Sale of other related assets Equity co-investments Goodwill Other Other asset sale proceeds Total sources Source: Company projections Q2'17E Gross carrying value $133.9 $6.0 17.9 6.1 $29.9 $163.9 Valuation 95.3% 100.0% 0.0% 88.9% 84.9% Value $127.7 $6.0 5.4 $11.4 $139.1 Uses Assume repurchase agreements Settle accrued bonuses B Cash on balance sheet Total uses Q2'17E $31.6 9.4 (98.1) $139.1 Confidential / Draft 10 O Credit Suisse AG and/or its affiliates#12Preliminary asset manager financial projections summary Based on Project Osprey asset sale ($ in millions) Net interest income 6 Fund management fee Other asset management fees Other fee income Total revenues Operating Expenses Income Before Income Taxes Ⓒ Tax (Expense)/Benefit Net Income Net income (-) Net interest income Asset management net earnings Selected metrics: Asset management fees / revenue Operating expenses / revenue Net income margin Fee-earning AUM ($bn) Source: Company projections Q3 $4.7 3.8 4.4 2.1 $15.0 $10.4 $4.7 2017 $4.7 $4.7 (4.7) ($0.1) Q4 2018 2019 2020 2021 $4.0 $20.2 $25.3 $25.6 $24.5 3.7 14.2 13.1 11.3 9.0 4.9 34.1 46.5 59.6 2.1 12.8 15.0 17.2 $14.8 $85.4 $98.4 $110.2 $10.5 $42.2 $43.8 $45.5 $4.3 $43.2 $54.6 $64.8 - 27.2 10.7 $72.3 $40.9 $31.4 $4.3 $31.4 $43.2 $54.6 $4.3 $31.4 $43.2 $54.6 (4.0) (20.2) (25.3) (25.6) $0.2 $11.2 $17.9 $29.0 54.4% 58.2% 57.3% 55.3% 58.7% 69.1% 70.9% 56.6% 49.4% 44.5% 30.9% 29.1% 43.4% 50.6% 55.5% $6.9 $8.2 $9.2 $10.1 $64.8 $64.8 (24.5) $40.3 62.2% 41.3% 58.7% $10.6 2022 $23.4 6.3 67.7 17.2 $114.7 $47.2 $67.5 $67.5 (23.4) I $67.5 I $44.1 64.6% 41.1% 58.9% Notes A Represents income generated from and investments on- balance sheet: loans held for sale, and risk retention notes $11.2 1 B 50bps fee on loans sold into a fund in Phase 1 of Osprey (1.00% total fee, shared with GSO) 45bps-100bps fees on CLOS, separately managed accounts, and other mixed funds 10 Assumes 0 % tax rate Confidential / Draft 11 O Credit Suisse AG and/or its affiliates#13Illustrative asset manager implied multiples ($ in millions, except per share amounts) Illustrative analysis at various prices Premium/(discount) to Current (4/11/17) 52-week high (8/31/16) 3-month average Fully diluted shares (¹) Implied NEWS equity value Price / TBV TBV (12/31/16) - Basic TBV (12/31/16) -Diluted TBV (6/30/17E)-Basic TBV (6/30/17E) - Diluted Price / EPS CY2017E CY2018E Price / Earnings (4)5X(6) CY2018E ICY2019E Source Note 9 Data $10.83 11.37 9.85 Illustrative asset manager implied multiples at various prices Implied NEWS equity value (-)Unrestricted net cash (6/30/17E) (-) Net asset value of portfolio loans sold (6/30/17E) (-) Net asset value of asset manager assets sold (6/30/17E) (3) Implied asset manager adjusted equity value (4) Implied asset manager equity value per share (¹) Data $629 629 $635 635 $0.78 0.93 $11 18 Current $10.83 (4.7%) 9.9% 42.902 $465 0.74x 0.74 0.73x 0.73 13.9x 11.6 $465 (194) (201) (98) ($28) ($0.66) NM NM Company management, Factset research systems, Company public flings and I/B/E/S consensus estimates (3) Market data as of 4/11/17. Balance sheet data as of 6/30/17E per NEWS management estimates. Based on basic shares outstanding of 42.8mm (including restricted stock) plus dilution from in-the-money options and warrants outstanding assuming treasury stock method. Based on sale of loan portfolio of $1.597mm as of 6/30/17E at blended sale price of -96% less funding and (5) non-funding debit per NEWS management estimates, for illustrative purposes. (6) $12.00 10.8% 5.5% 21.8% 42.935 $515 0.82x 0.82 0.81x 0.81 15.4x 12.9 $515 (194) (201) (98) $22 $0.52 2.0x 1.2x Illustrative NewStar price per share $12.75 $13.50 $14.25 17.7% 12.1% 29.4% 43.076 $549 0.87x 0.87 0.86x 0.87 16.3x 13.7 $549 (194) (201) (98) $56 $1.30 5.0x 3.1x 24.7% 18.7% 37.0% 43.752 $591 0.92x 0.94 0.91x 0.93 17.3x 14.5 $591 (194) (201) (98) $98 $2.23 8.7x 5.4x 31.6% 25.3% 44.6% 44.356 $632 0.97x 1.00 0.96x 1.00 18.3x 15.3 $632 (194) (201) (98) $139 $3.13 12.4x 7.8x Based on sale of assets of $164mm at blended sale price of -85% less Repo debt and accrued bonuses of $32mm and $9mm, respectively as of 6/30/17E. Adjusted to exclude the net asset value of balance sheet loans of the asset manager and the associated net interest margin as appropriate. Assumes asset manager is unlevered per NEWS management guidance Assumes asset manager is not a tax-payer per NEWS management guidance. $15.00 38.5% 31.9% 52.2% 44.901 $674 1.02x 1.07 1.01x 1.06 19.2x 16.1 $674 (194) (201) (98) $180 $4.02 16.2x 10.1x Confidential / Draft 12 O Credit Suisse AG and/or its affiliates#14Preliminary credit manager benchmarking Selected operating metrics NEWSTAR FINANCIAL RemainCo (¹) AUM AUM Fee-eaming AuM (%) Historical AuM (bn) 2013-2016 Historical management fees 2013-2016 AuM by vehicle 2016 Growth and profitability Revenue EBITDA 14-16 Revenue CAGR 16-18 Earnings CAGR EBITDA margin Operating metrics (LTM) % AuM in permanent/long-dated capital Comp and benefits as % of mgmt. fees Employees Valuation Market Cap Publishing analysts 2017E P/E 2018EP/E Source: Company filings, company website. Note: Market data as of 4/11/17. (1) (2) (3) 2017E $7,168 96.5% 05 12% $7.2 2017E $31 2017E 16% 1% 2017E O CAGR: 18.4% CAGR: 34.9% 0.5% 103.9% 2017E 69 21.2% 251.1% CLO NA 2 NA NA $8.512 96.8% $8.5 2018E 2018E 2016E Co-mingled funds Separate accounts Midde market CLO Other liquid credit strateges 2018E $72 11 15.4% 2016E 79.0% 2013 $68 2013 15% 2% Growth metrics represent growth from 2017E to 2018E. Employee and publishing analyst numbers as of 2016FY. NewStar Financial RemainCo metric as of 2018E. Represents permanent and 7-year plus lockup AuM. FIFTHSTREET $4,713 77.9% CAGR: 8.5% $6.3 $5.3 2014 18 CAGR: 2.6% $92 $88 $104 2014 2015 2016 16 0.6% (2.3%) 15.1% 82.0% 57.0% 50 2015 $224 1 9.7x 10.6 $5.6 2016 $74 600s Hedge Fund CLOS Funds $46 MEDLEY $6.336 59.8% $2.3 2013 2014 2015 2016 50% CAGR: 32.7% $4.8 $5.3 $3.7 CAGR: 12.2% $76 $66 2013 2014 2015 2016 47% 168 21 (24.1% 13.9% 31,1% 47.4% 42.0% 85 5 12.1x BOCK $66 Funds Confidential / Draft 13 O Credit Suisse AG and/or its affiliates#15CREDIT SUISSE Appendix Confidential / Draft 14#16Preliminary selected public-traded asset managers Name Traditional T. Rowe Price Group Artabed Managers Group Alliance Bestin Eaton Vance Legg Mason Janus Capital Group Artisan Parthers Cohen &Steers Old Mutual Asset Management Waddel&Reed Finance WadomTree Investments GAMCO Investors Pana Investment Management Marving & Napier Hamiton Lane Buday Management Corp Fim Set Asset Management High Median Mean Low Alternative The Blackstone Group KOOR & Co. Apollo Global Management Oakto Capital Group The Carlyle Group Fortress Investment Group Ares Management Och-Ziff Capital High Median Mean Low Market cap $62312 23,184 17,007 12:442 9,221 6.010 4.967 3.506 2.884 2.426 2418 2.007 Source: SNL Financial, FactSet Note: Market data as of 4/11/17. 1.810 1,724 1,400 1,171 817 738 002 200 $34.001 15.000 10.360 3,000 1,570 1,086 Enterprise 16,784 15,832 16.878 10,900 6,107 5,096 2.574 2,090 1,571 2014 1,040 1,078 1,011 746 260 M $33.004 10.866 6.652 6.944 2.872 1.333 AuM 720,000 810,800 812,900 688,700 480.200 336.380 710,400 305.908 30.311 196.300 96.845 57.198 240,400 80.521 41.267 30.004 30.000 31,083 40.000 3.38 4,713 191,068 100.504 157.007 60.627 96.259 37.880 Share price 41.01 69.99 102.62 43.06 36.58 26.39 12.04 13.12 26.90 30.11 15.00 16.08 8.57 $20.24 17.88 26,70 40.75 16.20 % of 52 week Low High 19.36 90.1% 92.5 120.9% 134.2 1113 92.1 133.9 124.6 107,7 1324 890 91.3 93.8 79.7 79.0 78.9 77.0 89.2 1242 70.7 111,1 643 107,1 60.5 845 20.53 106.20 10.10 5.70 1106 18.30 93.1 106.7 78 157 13.5 4.50 533 140.6 1076 132.4 109.7 110.1 85.2 66.6 92.3% 100.4 160.2 143.1 163.7 90.6 1804 94.2 126.5 00.2 1129 99.0 83.2 1602 47.1 104.7 EV/ 2.3 20 21 12 0.7 0.7 1,0 2.1 2.7 O.B 1.3 26 2.5 1.6 0.6 7.1% 1.6 2.2 0.6 9.05 10.3 6.7 6.0 3.8 1.6 10.3% 4.9 5.6 1.6 EV/Rev. 30176 5.2 27 40 4.7 3.4 22 4.3 2.5 1.0 4.B NA 6.1 1.7 13 5.9 3.1 3.2 1.0 5.0 11.4 20 11.4x 3.8 44 1.7 EV/EBITDA 2017E 11.4 7.3 7.7 11,4 10.2 9.6 8.4 NA 6.1 10.6 80 4.3 17.3 75 9.8 4.8 2.9 ad 17.3 7.7 8.2 8.9 6.4 9.7 113 6.8 3.1 45 11.3x 7.3 3.1 2016 10,7 78 10.0 NA 7.7 NA 5.7 7.3 4.0 12.7 NA 5.2 24 12.7x 7.6 2.4 80x 5.5 8.1 9.1 6.3 6.5 9.1x 6.4 6.4 2.8 20176 P/E 17.9 15.0 143 12.7 11.0 11.3 17.3 24.7 13.5 8.3 142 128 10.4 10.6 37.1 10.4 17,4 10,4 27 0.7 37.1x 13.5 15.0 8.9 10.4 15.2 05 NA 15.2x 9.6 10.1 6.0 20186 15.8 15.0 11.3 98 10.7 15.0 108 12.7 13.0 12.2 18.2 9.2 11,7 25.3 NA 10.9 15.1 11.3 16.3 113 10.6 25.3x 12.0 13.0 7.4 9:2 04 73 9.0 6.2 11.4x 6.2 Cash P/E 20176 17.5 14.3 12.7 11.0 11.3 17.3 9.4 13.4 14.2 128 10.1 9.9 54.9 10.4 138 174 10.4 12.3 9.7 34.9x 12.8 14.1 8.9 10.9 200 16.0 8.1 14.0 8.4 20.6x 12.7 12.9 8.1 2018E 15.6 14.7 136 11.3 10.7 1.9 12.7 7.6 13.0 122 182 90 108 243 NA 108 153 na 10.6 24.3x 11.8 12.8 7.4 10.8 196 11.9 10.7 7.3 14.1 TA 19.6x 10.8 11.4 7.1 Div. yield 20176 1.9 33 3.8 8.0 24 6.7 3.0 9.8 3.3 22 10.3 3.7 NA 1,7 3.7 9.7 32 11.1% 3.6 5.0 0.4 7.85 3.8 6.3 0.7 9.7% 7.0 7.0 3.8 Debt/ LTM EBITDA 1.0 OB - 42 22 1.6 12 5.0 0.5 40 14 0.7 . 1.9 O.T 1.1% 2.1 0.8 0.5 09 NM 2.TM 0.9 1.0 Confidential / Draft 15 O Credit Suisse AG and/or its affiliates#17Preliminary selected precedent asset management transactions ($ in millions) Date Acquiror 01/31/2017 BC Investment Management Corp 08/19/2016 FAB Partners 03/30/2016 State Street Global Advisors 01/22/2016 Legg Mason 11/06/2015 Conning Holding Corp. 10/08/2015 TA Associates & Reverence Capital Partners 07/23/2015 Ares Management LP 07/20/2015 Blackstone, Corsair Capital and private investors 06/15/2015 Sun Life Financial 02/19/2015 11/20/2014 11/04/2014 Colony Financial 07/14/2014 BTG Pactual 06/26/2014 London Stock Exchange 04/14/2014 TIAA CREF 03/26/2014 01/27/2014 BMO Financial Group 11/18/2013 Aberdeen 09/24/2013 New York Life Insurance 05/30/2013 Warburg Pincus and General Atlantic 02/10/2013 ORIX Corp 12/06/2012 TD Bank Group 08/08/2012 Carlyle Group 04/10/2012 Affiliated Managers Group Natixis Global Asset Management Kelso & Co. and Estancia Capital Mgmt. 05/17/2010 02/10/2010 11/14/2011 Nuveen Investments 01/12/2011 Henderson Group Plc 10/18/2010 Standard Life Investments 89 Royal Bank of Canada Man Group plc Affiliated Managers Group, Inc. Source: Company Mings (1) /Target Haylin Capital Management LLP 1 CIFC LLC /GE Asset Management Clarion Octagon Credit Investors Russell Investments Kayne Anderson Capital Advisors / First Eagle Investment Management /Bentall Kennedy Group DNCA Finance American Beacon Advisors, Inc. Colony Capital LLC 1 BSI SA /Russell Investments 1 Nuveen Investments Ignis Asset Management F&C Asset Management Scottish Widows Dexia Asset Management Santander Asset Management Robeco / Epoch Investment Partners /TCW Group Inc Yacktman Asset Management Revenue and EBITDA multiples based on ENI revenue and ENI EBITDA. Enterprise value includes upfront payment of $1.0bn plus contingent consideration of $150mm. Excluding the contingent payments, the implied EV / EBITDA multiple is 5.5x Transaction withdrawn Assets under Notes management /Gresham Investment Management B / Garbmore Group Limited /BlueBay Asset Management plc GLG Partners, Inc. Pantheon Ventures Enterprise value includes upfront payment of $547.5mm plus contingent consideration of $110.2mm Excluding the contingert payments, the implied EV/EBITDA multiple is 16.4 (4) 8 (5) B $8,800 Majority 14,000 110,000 40,000 12,800 200,000 20.000 100,000 21,808 16,630 57.200 19,000 100,200 250,000 221,000 97,731 136,008 219,130 99,845 Enterprise acquired value AUM 198,428 244,424 24,173 130,000 16,800 13,700 25,901 40,000 23,700 22,000 100% 100% 83% 82% 100% 100% $268 333 705 214 2,550 Majority 4,000 454 878 600 100% 71% 100% 100% 100% 100% 2,700 100% 0,250 100% 100% 1.415 646 1,047 High Mean Median Low 100% 100% 50% 2,672 90% 2.077 100% 60% 50% 60% 100% 100% 100% 1.7% 1.1% 2.8% 0.7% 1.0% 0.5% 513 0.5% 700 500 604 1.369 1,722 100% 1,000 3.1% 2.4% 0.4% 1.8% 1.7% 0.4% 9.8% 4.0% 2.1% 5.3% 1.0% 3.5% 0.8% 2.0% 0.5% 3.2% 3.6% 2.3% 3.5% 7.3% 4.5% 2.1% 0.4% LTM 3.4x NA 8.3x NA NA NA 5.1x NA NA 2.6x 3.4x 2.4x 2.0x 6.3 NA NA 4.4x 1.4x 5.7x 5.7x NA 4.3x 3.9 1.4x Revenue Run Rate Last Year NA NA NA NA 2.8 Enterprise value/ NA 1.7x LTM 7.5x 10.1x 12.6x NA NA NA 19.7x 7.6x 12.7x 7.5x 9.5x NA 5.0x NA NA 6.0x 7.0x 16.9x NM NA 10.4x 9.5x 5.0x EBITDA Run Rate Last Year NA NA NA 6.5 10.0x NA 9.0x 11.4x EV/Revenue multple based on Russel Investments 2013 Total Gross Revenue, which excludes distribution fees, client fees, commission rebates and discounts, agency fees and certain other items Enterprise value includes upfront payment of £550mm plus contingent consideration of £100mm Excluding the contingent payments, the implied EV/Revenue mutiple is 2.4x Confidential / Draft 16 EV/Revenue multiple based on Gartmore 2010 Total Revenue, which excludes fee and commission expenses. Enterprise value includes upfront payment of $775mm plus contingent consideration of $225mm. Credit Suisse AG and/or its affiliates#18Project Osprey: preliminary financial impact of transaction Pro forma asset manager ($ in millions) A Total cash B Net loans Other assets Total assets Ⓒ Gross repo debt Net warehouse debt Net securitized debt Net corporate debt Subdebt Other liabilities Total liabilities Total equity Total liabilities & equity BVPS TBVPS Source: Company projections Q2'17E $305 3,707 118 $4,130 $73 370 2,366 375 245 49 $3,477 $653 $4,130 $15.26 14.83 183 30 $213 $32 1100 $32 $181 $213 $4.24 4.24 Notes Excess cash remaining after sale of loans and repayment of debt assumed to be paid to shareholders via special dividend 1 I Restricted cash associated with debt paid off/ transferred to fund Loans sold into new fund Reclassification of risk retention notes currently held in Loans Held for Investment, excluded from portfolio sold Includes write-off of DTA for simplification purposes: value of tax assets TBD -$32mm repurchase agreements remain in place to fund risk retention assets kept on balance sheet at Asset Manager Confidential / Draft 17 O Credit Suisse AG and/or its affiliates#19Project Osprey: preliminary asset manager projections AUM overview Assets under Management (Sin millions) $7,188 $658 $2,007 $1.425 $3,008 2017 $8,512 $1,550 $2,679 $1,360 $2,783 2018 $9,490 $166 Source: Company projections $2,900 $2.794 $1.140 $2,490 2019 $10,351 $191 Osprey fund MM CLOS BSL CLOS W $4,210 $2.969 $925 $2,056 2020 $10,851 $216 $5,409 $3,035 $648 $1,543 2021 Alternative funds $11,446 $6,445 $3,246 $456 $1,059 2022 Risk retention Investment activity ($ in millions) $1,942 $609 $008 $50 $675 2017 $2,284 $721 $408 $281 $875 2018 $2,638 $533 $219 $537 $1,350 2019 New fund raising Legacy Middle Market CLO reinvestment $2,754 $2,758 $161 $323 $152 $828 $1,450 2020 $1,047 $1,550 2021 $2,823 $19 $1,154 $1,650 2022 Alternative fund reinvestment Middle Market origination for loan buyer Confidential / Draft 18 O Credit Suisse AG and/or its affiliates#20Wall Street equity research analyst coverage Broker Janney Montgomery Scott Keefe, Bruyette & Woods IBES Mean IBES Median Implied upside to current price (median) Source: FactSet. Note: Market data as of 4/11/2017. Date Rating 2/14/2017 Strong Buy 11/2/2016 Hold Target Price ($) $13.00 11.00 $12.00 12.00 10.8% '17E $0.79 0.77 $0.78 0.78 EPS 18E NA 0.93 $0.93 0.93 Confidential / Draft 19 O Credit Suisse AG and/or its affiliates#21Credit Suisse does not provide any tax advice. Any tax statement herein regarding any U.S. federal tax is not intended or written to be used, and cannot be used, by any taxpayer for the purpose of avoiding any penalties. Any such statement herein was written to support the marketing or promotion of the transaction(s) or matter(s) to which the statement relates. Each taxpayer should seek advice based on the taxpayer's particular circumstances from an independent tax advisor. These materials have been provided to you by Credit Suisse in connection with an actual or potential mandate or engagement and may not be used or relied upon for any purpose other than as specifically contemplated by a written agreement with Credit Suisse. In addition, these materials may not be disclosed, in whole or in part, or summarized or otherwise referred to except as agreed in writing by Credit Suisse. The information used in preparing these materials was obtained from or through you or your representatives or from public sources. Credit Suisse assumes no responsibility for independent verification of such information and has relied on such information being complete and accurate in all material respects. To the extent such information includes estimates and forecasts of future financial performance (including estimates of potential cost savings and synergies) prepared by or reviewed or discussed with the managements of your company and/or other potential transaction participants or obtained from public sources, we have assumed that such estimates and forecasts have been reasonably prepared on bases reflecting the best currently available estimates and judgments of such managements (or, with respect to estimates and forecasts obtained from public sources, represent reasonable estimates). These materials were designed for use by specific persons familiar with the business and the affairs of your company and Credit Suisse assumes no obligation to update or otherwise revise these materials. Nothing contained herein should be construed as tax, accounting or legal advice. You (and each of your employees, representatives or other agents) may disclose to any and all persons, without limitation of any kind, the tax treatment and tax structure of the transactions contemplated by these materials and all materials of any kind (including opinions or other tax analyses) that are provided to you relating to such tax treatment and structure. For this purpose, the tax treatment of a transaction is the purported or claimed U.S. federal income tax treatment of the transaction and the tax structure of a transaction is any fact that may be relevant to understanding the purported or claimed U.S. federal income tax treatment of the transaction. These materials have been prepared by Credit Suisse ("CS") and its affiliates for use by CS. Accordingly, any information reflected or incorporated herein, or in related materials or in ensuing transactions, may be shared in good faith by CS and its affiliates with employees of CS, its affiliates and agents in any location. Credit Suisse has adopted policies and guidelines designed to preserve the independence of its research analysts. Credit Suisse's policies prohibit employees from directly or indirectly offering a favorable research rating or specific price target, or offering to change a research rating or price target, as consideration for or an inducement to obtain business or other compensation. Credit Suisse's policies prohibit research analysts from being compensated for their involvement in investment banking transactions. Confidential / Draft 20 O Credit Suisse AG and/or its affiliates#22CREDIT SUISSE SECURITIES (USA) LLC Eleven Madison Avenue New York, NY 10010-3629 +1 212 325 2000 www.credit-suisse.com Confidential / Draft 21 O Credit Suisse AG and/or its affiliates

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