2022 Interim Report and Accounts

Apax Global Alpha

Interim Report and Accounts 2022

Introduction: Who we are

Apax Global Alpha Limited ("AGA", "Apax Global Alpha" or the "Company") is a closed-ended investment company that invests in a portfolio of private equity funds advised by Apax Partners LLP ("Apax"). It also holds debt and equity investments ("Derived Investments") which are identified as a direct result of the private equity investment process, insights, and expertise of Apax.

The Company has a Premium listing and is a constituent of the FTSE 250 Index (LSE: APAX).

Adjusted NAV¹

€1.4bn

INVESTED PORTFOLIO

71% Private Equity / 29% Derived Investments

Our Objective

Our objective is to provide shareholders with superior long-term returns through capital appreciation and regular dividends.

AGA aims to build and maintain a global portfolio of investments across four core sectors, delivering sustained value across economic cycles. Our unique business model allows shareholders to access high-quality companies in the Tech & Digital, Services, Healthcare and Internet/Consumer sectors through the private equity funds advised by Apax ("Apax Funds") as well as via direct investments.

target annualised Total NAV Return

12-15%

Target Dividend Yield p.a.

5%of NAV

Our Investment Approach

Our investment approach provides investors with direct access to Apax's 78 portfolio companies across four core sectors and in coveted categories. Investors in AGA are therefore able to benefit from the Apax "mining hidden gems" and transformational ownership strategy.

AGA also holds a focused portfolio of debt and equity investments that provides additional liquidity and flexibility for the Company with the aim of generating superior risk-adjusted returns.

sectors

4

Investment advisor investing experience

nearly50years

1. Adjusted NAV is an Alternative Performance Measure ("APM"). It represents NAV of €1,392.2m adjusted for the performance fee reserve of €0.0m at 30 June 2022. Further details can be seen on page 26

OVERVIEW

Apax Global Alpha Limited provides shareholders with unique access to a diversified private equity portfolio across four core sectors, as well as a focused portfolio of debt and equity investments, derived from the insights gained by the Apax team.

Contents

INVESTMENT CASE: Why invest in AGA?

"Access to a diversified Private Equity portfolio across four global sectors"

Unique Private Equity access

AGA provides investors with access to 11 Private Equity Funds advised by Apax, which contain an actively managed portfolio of investments. Value creation is achieved through sector focus, digitalisation, transformational ownership, and operational value-add.

Private Equity portfolio companies as at 30 June 2022

78

Sector-driven strategy

AGA focuses on four attractively positioned and dynamic sectors, benefiting from accelerating changes in global trends: Tech & Digital, Services, Healthcare, and Internet/Consumer.

Sectors

4

Attractive net returns

AGA targets Total NAV Return of 12-15%, including a dividend target of 5% of NAV per year, aiming to generate both capital appreciation and an attractive level of dividend income for investors.

5-year Annualised Total NAV Return1

14.3%

Differentiated Derived Investments approach

AGA employs a portfolio of primarily debt investments to manage capital not invested in Private Equity. This provides liquidity and flexibility for the portfolio while generating enhanced risk-adjusted returns.

Derived Investments as at 30 June 2022

€364.9m

1.   Total NAV Return is an APM. It means the return on the movement in the Adjusted NAV per share over the period plus any dividends. In constant currency terms the Total NAV return was (8.9%). Further details can be seen on pages 26 and 45. 5-year annualised returns represent IRR returns based on the Adjusted NAV and dividends paid in this period

2.   Adjusted NAV is an APM. It represents NAV of €1,392.2m adjusted for the performance fee reserve of €0.0m at period end. Further details can be seen on pages 26 and 44

3.   Total Return is an APM. It reflects the sub-portfolio performance on a stand-alone basis. It excludes items at overall AGA level such as cash, management fees and costs. For details of calculations used see the glossary on page 45

Chairman's statement

"Resilient performance in volatile markets"

Overview

Our sector-based strategy focused on business improvement and value-creation drove positive operating performance across the portfolio. However, weaker markets and lower valuation multiples resulted in a modest decline in Net Asset Value.

The economic recovery from the pandemic came to end in early 2022. Russia's invasion of Ukraine further impacted supply chains which were already suffering from the knock-on effects of global lockdowns during Covid. Inflation turned out to be higher and more persistent than some market participants had predicted, and central banks have responded (arguably belatedly) by tightening monetary policy in the US and Europe in the face of already slowing economic growth. With further interest rate rises predicted, and the fear that major economies will fall into recession, markets performed poorly in the first half of 2022: the decline in the S&P 500 index over this period was the largest in over 50 years.

Against this backdrop, I am pleased to report that AGA's mature and well-diversified portfolio has proved resilient. Our balance sheet and liquidity position remain strong and have allowed us to continue to commit capital to Private Equity.

Results

The Company delivered a Total NAV Return of (3.5)% in the first half of the year. Exposure to dollar-denominated assets was beneficial as the US currency appreciated relative to the Euro. In constant currency terms, Total NAV Return was (8.9)%.

Total Adjusted NAV was lower at €1,392m and Adjusted NAV per share decreased from €3.02 (£2.54) at 31 December 2021 to €2.83 (£2.44). Dividends totalling €37m were paid to shareholders in April 2022.

The Private Equity portfolio delivered a Total Return of (5.7)% ((11.4)% in constant currency), with the decline driven primarily by valuation multiples used to value the portfolio together with lower share prices of the publicly quoted portfolio companies, which offset strong underlying earnings growth.

Derived Investments were resilient and achieved a Total Return of 2.2% ((4.6)% constant currency) compared to significant declines in debt and equity markets.

Private Equity update

The majority of the portfolio (71%) is invested in Private Equity. AGA is an indirect shareholder in a portfolio of 78 Private Equity portfolio companies. These portfolio companies overall have performed well despite the turbulent market conditions. This performance reflects an emphasis on fundamental business improvement as opposed to simply relying on cyclical growth or financial engineering.

Unsurprisingly, new deal activity has been lower during the first six months when compared to last year, reflecting market uncertainty as well as sellers needing to adjust valuation expectations. The Apax Funds however remained active buyers, completing five new investments in the first half of 2022 and, on a look-through basis, AGA deployed €51m.

With markets generally subdued, it was pleasing to see that the Apax Funds completed two full or significant partial exits. These exits were achieved at a significant average uplift of 15% to prior unaffected carrying values.

The Private Equity portfolio remains well diversified across sectors and investment vintages. The Board believes that the combination of a strong existing portfolio together with an investment strategy which focuses on fundamental business improvement positions the Company well, and the current market environment is expected to produce opportunities to deploy uninvested capital profitably.

Derived Investments update

In line with our investment strategy, AGA aims to invest capital not deployed in Private Equity into a portfolio of predominantly debt investments to minimise cash drag and achieve attractive returns for the Company. At 30 June 2022, 92% of the Derived Investments portfolio was invested in Derived Debt, and the remaining 8% was invested in Derived Equity.

Investments in the Derived Debt portfolio benefit from the deep sector expertise of Apax Partners and focus on businesses with strong market positions, pricing power, and healthy margins/low operating leverage.

97% of instruments in Derived Debt are floating rate, making the Company a beneficiary from the rising interest rate environment.

Liquidity, commitments, and funding

AGA's liquidity position remains healthy. In light of uncertain markets and pending Private Equity calls to fund new investments, the Company is maintaining a higher cash balance when compared to prior periods: AGA's net cash position after net liabilities at 30 June 2022 was €150m, representing c.11% of NAV.

During the period, the Board also decided to increase the revolving credit facility from €140m to €250m. This reflects the increased size of the Company, as well as the greater proportion of the Invested Portfolio now invested in or committed to the Private Equity portfolio.

Net cash, together with the undrawn facility and capital invested in Derived Investments, leaves AGA with resources of €765m and therefore well-positioned to meet future Private Equity calls. Undrawn commitments, including recallable distributions from the Apax Funds, amounted to €1,152m at 30 June 2022.

In assessing the size of any new commitments, the Board, on the advice of the Investment Manager, appraises potential scenarios in relation to the economic environment, the returns achieved by the Apax Funds, their investment pace, and the likely timing and value of realisations.

During the period, AGA committed to the Apax Global Impact fund ($60m), the Apax Mid-Market Opportunities II fund ($40m), and the global buyout fund Apax XI ($700m, split 70:30 between the fund's US$ and Euro tranches).

Apax XI will continue the Apax Funds' established strategy of investing in buyout opportunities globally across four core sectors: Tech & Digital, Services, Healthcare and Internet/Consumer.

Dividend

In line with AGA's dividend policy to distribute 5% of NAV each year to its shareholders, the Board has approved an interim dividend for 2022 of 6.00 pence per share. The dividend will be paid on 23 September 2022 to shareholders on the register of members on 2 September 2022. The shares will trade ex-dividend on 1 September 2022.

AGM voting results

The Annual General Meeting was held on 5 May 2022 and all resolutions were passed with a high level of support.

Lock-up releases

On the seventh anniversary of AGA's IPO on 15 June 2022, a second tranche of 20% of the Company's ordinary shares held by senior Apax executives was released from lock-up. As part of the IPO, a staggered approach to the release of shares was designed to ensure that employees of AGA's Investment Adviser remain committed to the success of AGA in the long term, whilst the free float of AGA shares would also be able to grow over time. Going forward, the lock-ups will continue to release at a rate of 20% a year and these previously locked-up shares will therefore be available to be added to the free float by the tenth anniversary of the IPO on 15 June 2025.

Outlook

With ongoing geopolitical and economic uncertainties, rising interest rates, and inflationary pressures, AGA's diversified portfolio is well-positioned to weather the current macroeconomic headwinds. Historically, private equity as an asset class has shown the highest levels of outperformance following periods of market stress. The Board believes that the Apax Partners' sector-based investment strategy and its focus on fundamental business improvements is ideally suited to take advantage of opportunities as they arise in the current environment.

Tim Breedon CBE

Chairman

18 August 2022

Responsible investing

Committed to creating long‑term value and delivering sustainable returns

The Board of Directors of Apax Global Alpha believes that approaching investing responsibly is important in protecting and creating long-term value. The Board relies upon its Responsible Investment policy and the practices of Apax to ensure it delivers returns ethically and responsibly.

Apax overview

Delivering sustainable returns has been a key focus for Apax and the Apax Funds' portfolio companies for over a decade. Apax has built an Environmental, Social, and Governance ("ESG") programme that closely aligns with industry principles, incorporating ESG issues into investment analysis and decision-making processes, policies, and practices. The focus has been on transparency and on improving and enhancing the measuring of outcomes. Apax collects, and reports on, over 130 ESG-related metrics from the Apax Funds' portfolio companies.

This effort has been endorsed by many external stakeholders who validate Apax's approach as industry leading. The annual assessment by the Principles for Responsible Investment ("PRI") rates the Apax ESG programme as A+.

Responsible investment highlights H1 2022

Transparency is a key factor of a strong ESG programme, and therefore, as part of good governance practices, Apax established a new data analytics platform designed to pool together all portfolio company data streams including environmental, social, and governance aspects within its systems. For example, metrics track energy reduction initiatives, gender composition in the workforce, presence of equal pay policies, anti-corruption policies, and the presence of cybersecurity insurance.

The platform has received much praise from Apax stakeholders as an industry leading tool which provides more visibility on core portfolio company ESG metrics. The platform enables Apax to conduct in-depth analysis on portfolio companies and their ESG footprints, whilst also providing investors in the Apax Funds with access to more, and better, data to monitor and track progress. This KPI data is also actively utilised by the Operational Excellence Practice ("OEP") to engage in discussions with each individual portfolio company on how to improve their ESG profile or identify opportunities for value creation in each company.

Apax continued to progress its carbon measurement project during the period and has steadily onboarded more portfolio companies onto this programme which is being run by an external implementation partner under the supervision of Apax. By the end of the year, Apax will have measured greenhouse gases ("GHG") emissions across Scope 1, 2 and 3 for all current portfolio companies in Apax IX and X. As a result, Apax will be able to report in detail on the carbon footprint and carbon intensity of the underlying entities.

An important element of the carbon measurement project is the development of carbon reduction strategies for each portfolio company in Apax IX and X. By highlighting a company's most material sources of emissions through the measurement project, a company is able to focus on reduction measures which will enable it to contribute to climate action initiatives.

This has been a comprehensive commitment made by Apax to help address climate change, in particular given the asset light nature of the companies in the Funds, and it will be replicated for portfolio companies in future funds.

ESG integration throughout the investment process

The approach to ESG differs across the Private Equity and the Derived Investments portfolios.

In Private Equity, ESG is embedded throughout the Apax Funds' investment process, from pre-investment due diligence, during ownership and through to exit. Supported by Apax's ESG team and Operational Excellence Practice ("OEP"), investment teams are responsible for identifying and monitoring portfolio companies' ESG footprint, for driving value and for mitigating risk relevant to particular material ESG matters.

AGA's Derived Investments portfolio consists of investments where AGA is a minority investor in the underlying companies. Therefore, there is less scope to influence ESG matters post-investment than in the Private Equity portfolio and the approach to ESG for Derived Investments primarily focuses on due diligence carried out before an investment is made.

AGA's ESG policy

Visit: https://www.apaxglobalalpha.com/media/2371/aga-esg-policy-2022.pdf

Apax's Sustainability report

Visit: https://www.apax.com/create/responsibility/sustainability/

AGA's Modern Slavery and Human Trafficking Statement

Visit: https://www.apaxglobalalpha.com/site-tools/modern-slavery-statement/

ESG is embedded throughout the Apax Funds' investment process

Investment Manager's report

Market review and key trends

Overview and outlook

Russia's invasion of Ukraine, aside from the tragic humanitarian cost, caused a significant impact on inflation and supply chains, amplifying already existing supply chain issues caused by global lockdowns.

In addition, rising living costs and the tight labour market added to global inflationary pressure and central banks were forced to raise rates steeply. The value of, in particular, long-dated risk assets declined as a consequence and rising interest rates created a headwind for the real economy. With central banks continuing to raise interest rates and the uncertainty around the economic and geopolitical environment, we can expect market volatility to continue into the second half of the year.

The development of economic growth will be driven by the delicate balancing acts of central banks on the one hand tightening monetary policy to combat inflation whilst on the other hand trying not to force the economy into recession. In the short term, European economies are becoming more squeezed by lower disposable income as energy prices rise and there is a further risk to the downside if the geopolitical environment were to worsen. The US, while not immune, is more insulated from energy price rises, however the knock-on effects of wider inflation on demand are yet to be seen. China has been affected by strict lockdown policies and it is unclear when the Covid impact will vanish given new outbreaks and the zero Covid policy currently maintained. Forecasts for GDP have softened, and developed markets are expected to grow by 2.8% in 2022 and 2.1% in 2023.

What this means

AGA's portfolio is diversified by sector, sub-sector, investment style, and vintage. The Apax Funds' strategy of buying and transforming overlooked companies is well-suited for the current environment since it is less reliant on cyclical growth, high leverage, and financial engineering.

The Apax Funds' demonstrated ability to buy companies at a discount to comparable companies and close the gap on exit provides a margin of safety if valuations come down significantly. Exit activity is, however, likely to remain subdued compared to recent periods.

INFLATION

Inflation is at a 40-year high and is more persistent compared with what we saw in 2021. Consumer expectations have hardened, and inflation is starting to impact wages, particularly in the US.

Inflationary pressures have also broadened significantly, with prices for many goods and services increasing sharply alongside food and energy prices. The US Core PCE Index, which measures inflation excluding food and energy, grew by 4.7% in May on a year-on-year basis.

IHS Markit is projecting US inflation as 7.8% in 2022 and 3.3% in 2023, whilst in the Eurozone it is forecasting 7.6% inflation in 2022 and 3.3% in 2023.

What this means

The Investment Advisor is working closely with the Apax Funds portfolio companies to monitor and manage the impact on earnings.

Most of the portfolio companies have strong market positions and correspondingly have pricing power to pass on higher costs to customers, thereby minimising the impact on the bottom line, although for a limited number of the portfolio companies (e.g. healthcare services) there are timing delays between increased input costs and price adjustments due to the nature of their businesses and structure of contracts. If inflation proved to be more persistent, there could also be impacts on demand as buyers purchase less.

INTEREST RATES

The central banks are trying to cool down inflation and avoid a recession. The Fed has increased interest rates three times this year, and the ECB has raised rates by 0.50% for the first time since 2011 in July.

We expect central banks to continue raising rates throughout the rest of the year, with the Fed being on track to raise interest rates seven times this year. In June, the Fed approved a 0.75% increase, the biggest such move since 1994. The Fed Funds Rate is currently 2.25% to 2.50%% and is expected to reach 3.25-3.5% by year-end. Following the rate hike in July, the ECB's rate on the deposit facility now stands at 0.0%. Two more increases are expected for later in the year.

What this means

Higher interest rates will increase the cost of debt within the Apax Funds portfolio companies. However, much of the portfolio debt is either rate hedged or is fixed rate, limiting the impact of interest rate rises. The Investment Advisor is closely monitoring the capital structures in the portfolio to minimise the impact and portfolio companies are taking early action where necessary. At the portfolio level, the capital structures of the Apax Funds are well-positioned with long-dated maturities and reasonably low leverage when compared to the industry average.

Although AGA's revolving credit facility is floating rate exposing it to interest rate increases, the potential impact is limited as it is not used for structural leverage and currently remains undrawn.

CREDIT MARKETS

Fear of inflation led to a rise in long-term government bond yields in H1 2022.

These interest rate movements impacted both high yield and loan markets: High yield instruments (which are mostly fixed rate) traded off first, with spreads for loans (which are mostly floating rate) widening materially in the second quarter. Loan markets are currently pricing in longer-term inflation, a potential recession, and a likely increase in default rates. Arguably, loan markets are starting to be dislocated with liquidity (measured in loan outflows) reducing in the last months of H1 2022 further pressuring loan prices.

What this means

The majority of positions within AGA's Derived Debt portfolio are floating rate, and thus the income generated by the portfolio benefits from rising rates. Furthermore, the portfolio primarily consists of lower-risk first and second lien loans, providing a margin of safety to potential issuers' declining credit quality. The recent spread widening provides attractive entry points for new Derived Debt transactions.

The Private Equity portfolio is relatively lowly levered and has long-dated maturities meaning it is more insulated from short-term movements in credit markets. For new deals, financing is becoming more expensive and difficult, however this is likely to be accompanied by lower valuations of companies.

EQUITY MARKETS

As expected, the first half of 2022 has been turbulent. The combination of rising rates and the investment environment changing from benign to uncertain has led to a sell-off in risk assets.

Prior to H1 2022, equity markets benefited from low bond yields and a lack of attractive liquid investment alternatives. Tightening monetary policy and structural inflation ended this era of loose money. Market multiples have declined as a result, particularly among high-growth unprofitable assets and those assets without demonstrated pricing power.

The S&P 500 declined by 20.0% during H1 2022, and the Europe STOXX 600 declined by 16.5%.

What this means

While the sell-off in equity markets has affected the valuation of AGA's Private Equity portfolio, the impact has been more muted when compared to the overall market.

There are a number of reasons for this. AGA is exposed to many companies which are more resilient and have pricing power and thus are not as exposed as some other portfolios. The Private Equity portfolio is strong, and earnings growth has been partly offsetting declines in valuation multiples. In addition, private valuations have proven more resilient to date. While PE deal activity has slowed, some buyers remained willing to pay high valuations for the right asset, as evidenced by the sale of MyCase, an Apax X investment, for a premium to March 2022 unaffected valuations.

Equity investor demand for new IPOs will likely remain limited for as long as public market volatility persists.

Weaker share prices have had an impact on AGA's listed holdings, which are primarily the residual look-through holdings in previously IPO'd Private Equity portfolio companies. Listed investments are valued at the closing share price at period end. Current market conditions therefore introduce more volatility into the net asset value of the portfolio.

PRIVATE EQUITY MARKETS

Private equity markets have been more robust than public markets so far. Deal activity only slightly declined in the first quarter, albeit has slowed more markedly in the second quarter. As in historic periods of market declines, private valuations have proven more sticky than public markets.

With private markets tending to lag public markets when the cycle turns, deal activity is expected to contract further as managers become increasingly cautious, and financing becomes more difficult, creating a more challenging exit environment for existing portfolio companies.

However, we would expect sponsors to continue to pursue high quality assets even in a difficult environment.

Whilst valuation declines are likely, we believe these should be more muted in private equity than public markets, as private equity investors have significant amounts of capital at their disposal, and are generally under less pressure to sell, given the long-term nature of the industry. It should also be noted that private equity has previously demonstrated outperformance following periods of heightened volatility.

What this means

The Apax Funds have continued to identify attractive investment opportunities. A benefit of the declining equity markets is that valuations for new private equity deals will likely become more favourable, albeit with some lag compared to the decline in public markets.

While there is therefore still scope for exit activity, the pace of realisations has reduced when compared to recent years.

Given the high-quality nature and vintage diversification of the Private Equity portfolio, we, however, expect there to be continued demand for portfolio companies of the Apax Funds, even in a more challenging environment.

Due to the impact of volatility on the market appetite for new IPOs, this exit route is, generally speaking, less relevant in the current environment.

The Apax Funds' demonstrated ability to buy companies at a discount to comparable companies and close the gap on exit provides a margin of safety if valuation levels continue to deteriorate.

Private equity transaction volumes

Total US private equity transaction value ($BN)

Source: LCD

Total US private equity transaction volume (transaction count)

Source: LCD

Investment Manager's report

Performance review

Highlights

H1 2022 TOTAL NAV RETURN

(3.5)%

ADJUSTED NAV at 30 June 2022

€1,392m

ADJUSTED NAV PER SHARE at 30 June 2022

€2.83/£2.44

Performance highlights

AGA demonstrates resilient performance in a challenging market context.

The Total NAV Return of (3.5)%, or (8.9)% in constant currency, reflects resilient performance against a backdrop of public equity markets falling more than 20% during the period. The Total Return of the Private Equity portfolio - which makes up 71% of the Invested Portfolio - was (5.7)% ((11.4)% constant currency), with the Derived Investments portfolio delivering a Total Return of 2.2% ((4.6)% constant currency).

Private Equity valuations were impacted by a reduction of comparable company multiples reflecting the broader market. A full reconciliation of movements in returns is provided in the "H1 2022 Private Equity Performance" chart on page 13.

Underlying operating performance of the Private Equity portfolio remains strong. Transformation of the portfolio companies is integral to the Apax strategy and continues to deliver value in this challenging market environment. This is evidenced by average LTM revenue and EBITDA growth of 19.1% and 15.8% across the portfolio.

Weak public equity markets affected the valuation of the Apax Funds' publicly listed holdings. These positions reflect residual stakes in previously IPO'd portfolio companies. As a reminder, the Apax Funds took advantage of the high valuations achievable in public markets during 2020/2021 to IPO a number of portfolio companies. These portfolio companies have already returned 2.8x of the original investment in cash to the Funds, with a further 2.1x remaining (based on 30 June 2022 share prices).

Despite the more challenging exit environment, the Apax Funds returned €116.9m in distributions to AGA, primarily due to exiting two portfolio companies in March and May 2022. These exits achieved uplifts of 10.1% and 49.7% respectively, demonstrating again the ability to generate excess value to shareholders even in a difficult market environment.

Total NAV return contributions (%)

1.   Performance fee adjustment accounting for the movement in the performance fee reserve at 30 June 2022

2.   Total NAV Return means the movement in the Adjusted NAV per share over the period plus any dividends paid

Commitments and funding

As at 30 June 2022, AGA, on a look-through basis via its participation in 11 Apax Funds, had investments in 78 underlying portfolio companies.

New commitments were made to the Apax XI Fund ($700m, split 70/30 across the Funds' US Dollar and Euro tranches) in June 2022, Apax Global Impact fund ($60m) in March 2022 and the AMI Opportunities Fund II ($40m) in April 2022. Through these commitments, AGA has paved the way to access new private equity investments in the future and further diversify its Private Equity holdings.

Our expectation is that much of AGA's existing cash will be deployed in the Private Equity portfolio during the second half of the year, primarily as capital is being called to fund investments previously made by the Apax Funds. This will move the Company again to being more fully invested.

Outstanding commitments to the Apax Funds (together with recallable distributions) amounted to €1.2bn. These include the new commitments referenced above.

As the Company is typically a sizeable investor in each Apax Fund, it benefits from the better terms which are also available to other similarly sized third-party investors in those funds. During H1 2022, the average management fee paid on the Company's commitments to the Apax Funds was 1.3%. Where the Apax Funds are subject to management fee payments, there is no additional fee charged to the Company.

We continue to invest excess capital not deployed in Private Equity into our Derived Investments portfolio to minimise cash drag for the Company. With the increase in debt yields over recent months, we are evaluating attractive opportunities in Derived Debt that can deliver strong returns for AGA on this capital held in reserve.

We believe that AGA has substantial resources to meet commitments made: in addition to its diversified Private Equity portfolio (Gross NAV: €1.1bn), AGA has €150.1m of cash after net liabilities, access to a €250.0m revolving capital which was undrawn at 30 June 2022, and has €364.9m in Derived Investments - a capital buffer that can be accessed to fund Private Equity calls as they arise.

Most of the Apax Funds also operate capital call facilities to bridge capital calls from its investors for periods of up to 12 months. The operation of this capital call facility provides AGA with significant visibility on future calls, facilitating the Company's liquidity planning.

Valuation methodology

In Private Equity, the Apax Funds predominantly use a comparable-based valuation methodology, preferring the transparency that comes with this approach as opposed to alternatives such as using Discounted Cash Flows or long-term trading multiples. Fair value of the Apax Funds' private investments is largely determined using public trading comparatives and/or transaction comparables as appropriate.

In the Derived Investments portfolio, Derived Debt positions are valued with reference to observable broker quotes where available and models using market inputs. Derived Equity positions are valued based on share prices or using comparable multiples.

Invested Portfolio by sector¹

39%

Tech & Digital

Private Equity                        26%
Derived Investments             13%

30%

Services

Private Equity                        24%
Derived Investments             6%

20%

Healthcare

Private Equity                        11%
Derived Investments             9%

11%

Internet/Consumer

Private Equity                        10%
Derived Investments             1%

1.         Calculated based on net Private Equity values

Adjusted NAV development (€M)

1.   Performance fee adjustment accounting for the movement in the performance fee reserve at 30 June 2022

Investment Manager's report

Portfolio review

Private Equity update

Highlights

PRIVATE EQUITY H1 2022 TOTAL RETURN

(5.7)%

LTM EBITDA GROWTH to 30 June 2022

15.8%

% OF NAV at 30 June 2022

63%

TOTAL INVESTED1

€50.6m

DISTRIBUTION FROM APAX FUNDS

€116.9m

AVERAGE UPLIFT ON EXITS2

18.5%

Portfolio company performance update

Despite the deteriorating macroeconomic environment, the underlying portfolio companies have continued to perform strongly, posting 19.1% LTM revenue growth and 15.8% LTM EBITDA growth to 30 June 2022.

This sustained performance is due to a number of factors including their strong market positions and the resultant pricing power, although for some (e.g. healthcare services) there is inevitably a lag between price and cost increases.

In addition, as part of the transformational ownership strategy, portfolio companies have inherent capacity for improved operating performance through multiple micro-levers that can be pulled to cushion headwinds such as digitalisation, M&A, margin improvement, and sales and marketing efficiency.

And finally, most of the portfolio companies have relatively low leverage, with average leverage at 4.8x net debt/EBITDA across the portfolio as a whole, such that, despite rising interest rates, the portfolio companies are generally better placed to be able to withstand increases in the cost of debt.

Investment activity

Investing in this environment requires deeper asset insight and increased margins of safety. The deal teams of the Investment Advisor are focused on three imperatives when assessing new opportunities: (i) the business should be able to pass on input cost inflation in a timely manner (ensuring this is feasible both commercially and mechanically); (ii) acceptable comfort over the level of resilience to any weakening of demand; and (iii) the business needs to have sufficient inherent agility to change costs and operations to respond to unpredictable circumstances.

With these criteria in mind, the Investment Advisor has continued to identify attractive opportunities and the Apax Funds closed five new investments in the period. On a look-through basis, AGA deployed €50.6m into these five new investments.

Consistent with the strategy of maintaining low leverage levels, the Apax Funds continued to make investments with modest levels of financial leverage at entry, which on average was 4.7x net debt/EBITDA in Apax X as at 30 June 2022.

Turning to realisations, the Apax Funds had one full exit and one significant partial exit during the period, with an average uplift of 18.5% compared to their last Unaffected Valuation3.

H1 2022 private equity performance

1.   AGA's investment cost on a look-through basis

2.   Uplift represents proceeds received (translated at FX rates received) or proceeds expected to be received for deals yet to sign (at period end FX rates) compared to their last Unaffected Valuation2 at AGA level. For deals that were partially realised it includes proceeds received and the latest remaining fair value at 30 June 2022

3.   Unaffected Valuation is determined as the fair value in the last quarter before exit, when valuation is not affected by the exit process (i.e. because an exit was signed, or an exit was sufficiently close to being signed that the Apax Funds incorporated the expected exit multiple into the quarter end valuation)

4.   Gross IRR and Gross MOIC on full and partial exits calculated based on the concurrent aggregate expected cash flows and remaining fair value in euro across all funds signed, or an exit was sufficiently close to being signed that the Apax Funds incorporated the expected exit multiple into the quarter end valuation. Gross IRR and MOIC for Unilabs is for AIX EUR returns whilst Gross IRR and MOIC for MyCase represents Apax X USD returns. MyCase Gross IRR and Gross MOIC for the AX EUR sleeve were 132% and 4.1x respectively

5.   Represents movement in all instruments senior to equity

6.   Movement in the valuation multiples captures movement in the comparable companies valuation multiples. In accordance with International Private Equity and Venture Capital Valuation ("IPEV") guidelines, the Apax Funds use a multiple-based approach where an appropriate valuation multiple (based on both public and private market valuation comparators) is applied to maintainable earnings, which is often but not necessarily represented by EBITDA to calculate Enterprise Value

7.   Mainly dilutions from the management incentive plan as a result of growth in the portfolio's value

8.   Performance fee adjustment accounting for the movement in the performance fee reserve at 30 June 2022

Private equity activity

TOTAL REALISATIONS

€86.0m

GROSS MOIC4

3.3x

Unilabs(Apax IX & Apax Europe VI)

A leading pan-European provider of laboratory and imaging diagnostics services

3.1xGross MOIC4

25.3%Gross IRR4

My Case(Apax X)

Provider of legal practice management software with integrated payment for small and medium sized law firms in the US
3.9x Gross MOIC4

125% Gross IRR4

TOTAL INVESTED1

€50.6m

Alcumus(Apax X)

A global leader in technology-led risk management and compliance solutions

€16.6m

YunZhangFang

(ADF)

Leading SaaS company in China providing accounting and tax solutions

€0.9m

T-Mobile Netherlands

(Apax X)

A leading European telecommunications operator
€19.7m

Ole Smoky Distillery

(Apax X)

One of the fastest growing spirits companies in the US

€10.1m

Infinity Labs

(AMI)

A leading computer programming training provider in Israel

€3.3m

Investment Manager's report

Portfolio review

PRIVATE EQUITY UPDATE

NAV PERFORMANCE

Private Equity Adjusted NAV decreased to €877.2m mainly due to the exit of two portfolio companies from the portfolio, and changes in valuation multiples.

During the period, the Apax Funds sold two of its portfolio companies (Unilabs and MyCase), generating €86.0m of cash proceeds for AGA. Additionally a number of portfolio companies refinanced or paid dividends, generating distributions of €30.9m to AGA, which, together with the exits of Unilabs and MyCase, reduced Adjusted NAV of the Private Equity portfolio by €116.9m.

Unrealised fair value movements of €(110.6m) in the Private Equity holdings were primarily driven by changes in valuation multiples (see chart on page 13).

At a portfolio company level, the strongest valuation gains in the first six months were from MyCase (+€7.6m), Assured Partners (+€5.8m) and American Water Resources (+€4.9m).

The largest valuation declines in the portfolio were from the Apax Funds' listed entities; ThoughtWorks (-€35.5m), Duck Creek Technologies (-€10.6m) and Inmarsat (-€5.5m).

Private equity adjusted NAV development (€M)

1    Performance fee adjustment accounting for the movement in the performance fee reserve at 30 June 2022

2.   Includes AGA's exposure to carried interest holdings in AEVII and AEVI which were respectively valued at €17.5m and €1.9m at 30 June 2022

DIVERSIFICATION

AGA's portfolio is well diversified across the private equity life cycle.

The Private Equity portfolio is well diversified across investment vintages: of the 78 portfolio companies, 12 were invested in before 2017, 33 were acquired in the 2017-2019 period, and 33 investments are from 2020 and later.

The Private Equity portfolio is therefore not only diversified across the four core Apax Sectors: Tech & Digital, Services, Healthcare, and Internet/Consumer, but also shows attractive diversification across investment vintages. This diversification over investment vintages implies that companies across the portfolio are at different stages of their investment cycle: some companies are at their early stages, with the focus being on 100 day planning and putting in place value creation initiatives. Others are in the midst of their transformation process, executing on operational improvements and other organic and inorganic value creation initiatives. And last, there are a number of companies which have reached maturity and where the focus is on executing the most attractive route to exit.

We believe this diversification of the Private Equity portfolio across sectors and investment vintages is particularly important in the current market environment. Not only does it provide resilience, but the Apax Funds' investment strategy of identifying new investments across four sectors on a global scale also creates a large aperture to identify the most attractive opportunities for investment.

Private Equity Life Cycle

INVESTMENT PHASE

29%

MATURITY PHASE

53%

HARVETING PHASE

18%

1.   Represents distributions received by AGA since 15 June 2015

2.   Fund has yet to hold its final close

Investment Manager's report

Sector update

Tech & Digital

Selective investment activity with a strong existing portfolio.

The three core subsectors continue to be Software, Tech-enabled Services, and Telecom. Software has seen strong earnings performance and is expected to be resilient through the cycle. There has been some decline in valuation multiples of the public portfolio, albeit private valuations remain robust. Tech-enabled Services has also seen strong earnings growth and portfolio companies are benefiting from underlying growth trends and are well prepared in the event that the demand environment changes. Turning to the Telecom sub-sector, underlying performance has been strong across the portfolio with stable valuations and is expected to be resilient through the cycle given the defensive nature of the sub-sector.

In the first half of the year, in Software, the Apax Digital Fund closed an investment in YunZhangFang, a leading SaaS company in China providing accounting and tax solutions to bookkeeping agencies and enterprises.

In Telecom, the Apax Funds closed its acquisition of T-Mobile, a leading European telecommunications operator, while Inmarsat continues to perform well as it works towards closing its merger with Viasat. Notable events in Tech-enabled Services included the completion of the merger between Apax Fund portfolio company Herjavec Group and Fishtech Group, creating Cyderes, a new powerhouse in managed cybersecurity.

In addition, the Apax Funds were able to exit MyCase, a legal software company, at a significant uplift.

Case study

Name: MyCase

Year of investment: 2020

Fund: Apax X

Status: Partially realised 

Date of exit: May 2022

Exit at significant uplift

MyCase is a leading provider of legal practice management software with integrated payment solutions for small and medium-sized law firms in the US.

Leveraging Apax's software, carve-out and legal vertical expertise, Apax X acquired MyCase in a bilateral transaction with a vision to capitalise on rapidly increasing technology adoption by law firms by investing in a leading player with clear improvement opportunities as an independent business.

Value creation

·    Expertise in carve-out execution:successfully advised on the carve-out and stand-up of the business as an independent company

·    Attracted software talent:supported the company to build a world class senior leadership team, including a new CEO, CFO, CRO, CMO and CPO/CTO in the first 18 months of the investment

·    Significantly enhanced Sales and Marketing:helped the company revamp the go-to-market and payments cross-sell strategies leveraging OEPs' expertise in digital GTM strategies

·    Accretive M&A:MyCase executed four highly strategic acquisitions during the Funds' investment period

GROSS MOIC

3.9x

for Apax X (USD)

GROSS IRR

125%

for Apax X (USD)

Services

Portfolio companies demonstrating their resilience in an uncertain environment.

Services is a broad sector and the Apax Funds seek opportunities to invest in businesses that, empowered by technology, can deliver improved services to customers. These companies often share similar business models and market structures, benefiting from economies of scale.

Across Services, portfolio companies' valuation multiples saw modest decline from previous highs.

In the first half of the year, the three core sub-sectors in Services: Density-driven (route based) Investments, Outsourced Sales and Marketing, and Residential Services, saw strong earnings performance and demonstrated their resilience in an uncertain environment. This reflects the strength of the business models which allowed the Apax Fund portfolio companies to largely pass on inflationary pressures on costs, albeit with some time-lag in certain cases.

Within Density-driven businesses, in March 2022 the Apax X Fund acquired a new business, Alcumus, a player in Environment, Health and Safety ("EHS") accreditation and software which the Fund will look to build into a platform for consolidation in this space.

Case study

Name: Alcumus

Year of investment: 2022

Fund: Apax X

Status: Current

Investment in attractive Environment, Health and Safety

Alcumus is a global leader in technology-led risk management and compliance solutions, helping organisations of all sizes anticipate, manage, and avoid risks.

Identifying an opportunity to invest in the attractive and fragmented Environment, Health and Safety ("EHS") services sector, which the Funds have tracked for several years, Apax X acquired Alcumus.

The investment thesis centred on partnering with Alcumus's management team to support the company in capitalising on long-term secular growth and consolidation in the market.

Investment thesis

·    Opportunity to execute upon multiple value creation levers to drive organic growth

·    Scope to partner with Apax's Operational Excellence Practice to drive improvements across the business, particularly in utilising digitisation and data to create a more holistic and insightful service for customers

·    Focus on additional tactical improvement levers, including enhanced digital marketing, product expansion, and go-to-market execution

·    Establish a value-accretive M&A growth strategy

AGA INVESTED:

€16.6m

Healthcare

Highly resilient sector across the cycle with some inflationary pressures.

The core sub-sectors in Healthcare are Medical Technology, Healthcare Services, and Pharma.

The Medical Technology portfolio continues to grow, benefiting from strong demand with rebounding surgical procedures although there are some supply chain pressures and the strong dollar creating a more complex environment. Despite these headwinds, the Apax Fund portfolio companies Candela and Healthium continue to perform very strongly.

In Healthcare Services, portfolio companies are seeing strong demand for services whilst dealing with labour cost challenges and some lag in being able to pass on inflationary costs at the same time. There is a highly resilient and robust valuation environment for the right companies in this space. Behavioural healthcare provider ERC is seeing increased year-on-year demand across the US as it opened new sites albeit with significant labour cost pressures.

The sale of Unilabs, a leading pan-European provider of laboratory and imaging diagnostics services, closed in March at an opportune time. Over the investment period, the Apax Funds supported Unilabs in its transformation, helping it to become a pan-European leader in diagnostic services and a pioneer in digital radiology and pathology.

Case study

Name: Unilabs

Year of investment: 2017/2007

Fund: Apax IX/Apax Europe VI

Status: Realised             

Date of exit: March 2022

Exit at a significant uplift

Unilabs is one of the largest diagnostic services providers in Europe, and the only provider to offer laboratory, imaging, and pathology specialties at scale.

The Apax Funds identified Unilabs as a business with good fundamentals and untapped M&A consolidation opportunities early in 2007. By 2017, the Apax Funds saw significant operational improvement potential for the business and viewed Unilabs as the logical player to modernise the sector.

Value creation

·    Transformed the company's operations:Unilabs leveraged the know-how of the Apax Operational Excellence Practice to transform its operations from a regional player into one of the largest, fastest growing, and most technologically advanced pan-European leaders in diagnostics

·    Attracted talent:Drew on Apax's healthcare network to appoint a new management team

·    Accelerated M&A:Supported the identification and execution of over 50 M&A transactions, helping to expand geographically and into
new segments

·    Expanded product offering:
Kick-started telemedicine endeavours to become the European pioneer of Digital Pathology and Digital Radiology

GROSS MOIC

3.1x

for Apax IX (EUR)/5.4x for Apax Europe VI

GROSS IRR

25%

for Apax IX (EUR)/15% for Apax Europe VI

Internet/Consumer

Continued momentum in Online Marketplaces and strong performance of recent CPG investments.

The main sub-sectors in the Internet/ Consumer sector continue to be Online Marketplaces and Consumer Packaged Goods ("CPG").

Online Marketplaces remains a priority sub-sector that saw strong operational performance in the first half of 2022. The portfolio companies are generally resilient given their market leadership positions, despite some exposure to the cycle. TradeMe, Idealista, and Baltics Classified Group have all benefited from strong demand for their mission critical listing packages. Outside of the period, the Apax Funds announced a new investment in Pickles, a leading auction marketplace for cars, salvage, and industrial vehicles in Australia.

Within CPG, recent performance has been strong as companies benefit from increasing distribution and velocity for premium, branded consumables. Whilst there is some cyclical exposure, portfolio companies are partly insulated by premium positioning. There have been modest declines in valuation multiples from previous highs, albeit with clear differentiation between performing and non-performing companies. One new private equity investment closed in the period with all existing CPG investments delivering significant year-on-year growth. In addition, Cadence and Cole Haan demonstrated a robust recovery from Covid-related impacts as consumer demand for products and non-discretionary services continues to rebound.

Case study

Name: Nulo

Year of investment: 2021

Fund: Apax X

Status: Current

Investment in high-growth pet food brand

Nulo is one of the fastest growing natural pet food brands in the US pet specialty channel.

The deal team considered this to be a rare proprietary opportunity to invest in a high-growth, premium pet food business
that is well positioned in a large and attractive market.

The investment thesis centred on the ability to leverage Apax's deep operational expertise and value-creation approach to fuel growth.

Investment thesis

·    Expand distribution and increase velocity to accelerate the strong growth rates achieved to date

·    Development of operational capabilities to optimise margins as the business scales

·    Opportunity to increase digital growth, partnering with experts in Apax's Operational Excellence Practice

·    Ability to leverage Apax's global platform to build out international presence

AGA INVESTED:

€10.2m

Investment Manager's report

Portfolio Review

DERIVED INVESTMENTS UPDATE

Highlights

Derived investments H1 2022 total return

2.2%

DERIVED DEBT H1 2022 TOTAL RETURN

3.4%

DERIVED EQUITY H1 2022 TOTAL RETURN

(11.5)%

% OF NAV at 30 June 2022

26%

TOTAL NEW INVESTMENT

€37.7m

TOTAL DIVESTED

€6.4m

Performance highlights

Derived Investments are employed by AGA to invest capital not invested in Private Equity, and the portfolio minimises cash drag, delivers attractive returns, and generates income to support the payment of AGA's dividend.

The Derived Investments portfolio largely consists of debt investments (92% of Derived Investments) in companies and sectors the Investment Advisor knows well from its Private Equity activities. The Company also selectively invests in Derived Equity opportunities, though these investments represent a minority of investments (8% of Derived Investments).

In the period to 30 June 2022, the Derived Investments portfolio achieved a Total Return of 2.2% ((4.6)% constant currency).

Derived Debt generated a Total Return of 3.4% ((3.6)% constant currency), and Derived Equity achieved a Total Return of (11.5)% ((15.6)% constant currency) in H1 2022. We are pleased with the performance of the Derived Debt portfolio, which continues to build on the strong performance delivered over the last five years, having achieved 23.8% five-year cumulative constant currency returns versus 15.4% for the S&P/LSTA Leveraged Loan Index.

The ability to draw on the sector expertise of the Investment Advisor, together with the focus on investments in lower risk first and second lien loans where there is a high degree of visibility on cash flow, is key to this success. Whilst individual investments are identified through a bottom up process, we actively manage the portfolio top down from a risk and liquidity perspective. With regards to the latter, the majority of the portfolio remains in first lien instruments which tend to be more readily tradeable (30 June 2022: 64% of Derived Debt, 30 June 2021: 57% of Derived Debt) in light of expected capital calls for the Private Equity portfolio.

As the majority of positions in the Derived Debt portfolio are in floating rate securities, higher interest payments have led to higher income generated from the portfolio. Reflecting the rise in interest rates and widening of spreads in the market, the overall yield to maturity of the portfolio increased to 8.9% at 30 June 2022 (6.8% at 30 June 2021). The Derived Debt portfolio was primarily invested in Tech & Digital (46%) and Healthcare (31%), with a significant exposure to the US dollar (86%).

As at 30 June 2022, the Derived Equity portfolio consisted of five positions, mainly in Services.

Investment activity

The overall value of the Derived Investments portfolio increased slightly from €335.6m at 31 December 2021 to €364.9m, as capital not invested in Private Equity was deployed into new debt instruments and the portfolio also benefited from exchange rate gains as it is primarily invested in the US dollar. At period end, the Derived Investments portfolio represented 29% of the total Invested Portfolio.

In managing AGA's Derived Debt portfolio, we focus on absorbing capital returned from Private Equity investments, whilst at the same time managing overall liquidity of the fund as discussed above. As we expect significant calls from the Private Equity portfolio over the next 6-12 months, we have maintained higher liquidity balances for the Company, and our focus on new investment activity for Derived Investments is generally on more liquid instruments.

Derived debt sourced from Apax insights1:

Majority sourced from private equity style diligence

Current Apax Funds ownership are positions where the Apax Funds also hold an equity interest

Prior Apax Funds ownership are positions where AGA purchased the debt subsequent to Apax Funds holding an equity interest

71%Private Equity style diligence

19%Current Apax Funds Ownership

10%Prior Apax Funds Ownership

1.   Apax insights sourcing of credit investments since 2019

Derived investments performance (%)

1.   Performance fee adjustment accounting for the movement in the performance fee reserve at 30 June 2022

2.   Represents Gross IRR and Gross MOIC calculated based on the aggregate concurrent euro cash flows since inception of deals fully realised during H1 2022

3.   New investments exclude drawdowns on the Infogain RCF of €0.9m during the period

Investment Manager's report

top 30 investments

Private Equity

Derived Investments

Derived Investments holdings

Strategic report\Statement of Directors' responsibilities

Statement of principal risks, emerging risks and uncertainties

As an investment company with an investment portfolio comprising financial instruments, the principal risks associated with the Company's business largely relate to financial risks, strategic and business risks, and operating risks. A detailed analysis of the Company's principal risks and uncertainties is set out on pages 30 to 33 of the Annual Report and Accounts 2021.

Since that report, the Company has identified one new risk related to increasing inflation, geopolitical uncertainty and the potential impact of real interest rate movements on economic growth and equity valuations. There have been no other changes to the principal risks.

Statement of Directors' responsibilities in respect of the Interim Report and Accounts

The Directors confirm that to the best of their knowledge:

·    the condensed interim financial statements have been prepared in accordance with IAS 34 interim financial reporting as required by DTR4.2.4R;

·    the Chairman's statement and Investment Manager's report (together constituting the Interim Management report), together with the statement of principal risks and uncertainties, include a fair review of the information required by DTR4.2.7R, being an indication of important events that have occurred during the period and their impact on these condensed interim financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and

·    the condensed interim financial statements provide a fair review of the information required by DTR4.2.8R, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the Company during that period, and any changes in the related party transactions described in the last annual report and accounts that could materially affect the financial position or performance of the Company during that period. Please refer to note 9 of the condensed interim financial statements.

Signed on behalf of the Board of Directors

Tim Breedon CBE

Chairman

18 August 2022

Signed on behalf of the Audit Committee

Susie Farnon

Chairman of the Audit Committee

18 August 2022

The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website. Legislation in Guernsey governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Independent Review Report

To Apax Global Alpha Limited

Conclusion

We have been engaged by Apax Global Alpha Limited (the "Company") to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2022 of the Company, which comprises the condensed statement of financial position, the condensed statement of profit or loss and other comprehensive income, the condensed statement of changes in equity, the condensed statement of cash flows and the related explanatory notes.

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half-yearly financial report for the six months ended 30 June 2022 is not prepared, in all material respects, in accordance with IAS 34 Interim Financial Reporting as adopted by the EU and the Disclosure and Guidance and Transparency Rules ("the DTR") of the UK's Financial Conduct Authority ("the UK FCA").

Scope of review

We conducted our review in accordance with International Standard on Review Engagements (UK) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity ("ISRE (UK) 2410") issued by the Financial Reporting Council for use in the UK. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. We read the other information contained in the half-yearly financial report and consider whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusions related to going concern

Based on our review procedures, which are less extensive than those performed in an audit as described in the Scope of review section of this report, nothing has come to our attention to suggest that the directors have inappropriately adopted the going concern basis of accounting or that the directors have identified material uncertainties relating to going concern that are not appropriately disclosed.

This conclusion is based on the review procedures performed in accordance with ISRE (UK) 2410. However, future events or conditions may cause the entity to cease to continue as a going concern, and the above conclusions are not a guarantee that the entity will continue in operation.

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the interim financial report in accordance with the DTR of the UK FCA.

As disclosed in note 2, the annual financial statements of the Company are prepared in accordance with International Financial Reporting Standards as adopted by the EU. The directors are responsible for preparing the condensed set of financial statements included in the half-yearly financial report in accordance with IAS 34 Interim Financial Reporting as adopted by the EU.

In preparing the half-yearly financial report, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless they either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.

Our responsibility

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half-yearly financial report based on our review. Our conclusion, including our conclusions relating to going concern, are based on procedures that are less extensive than audit procedures, as described in the scope of review paragraph of this report.

The purpose of our review work and to whom we owe our responsibilities

This report is made solely to the Company in accordance with the terms of our engagement letter to assist the Company in meeting the requirements of the DTR of the UK FCA. Our review has been undertaken so that we might state to the Company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this report, or for the conclusions we have reached.

Deborah Smith

for and on behalf of

KPMG Channel Islands Limited

Chartered Accountants, Guernsey

18 August 2022

CONDENSED Statement of financial position

At 30 June 2022 (Unaudited)

On behalf of the Board of Directors

Tim Breedon                                         Susie Farnon

Chairman                                               Chair of the Audit Committee

18 August 2022                                      18 August 2022

1.   The sterling equivalent has been calculated based on the GBP/EUR exchange rate at 30 June 2022 and 31 December 2021, respectively

2.   Adjusted NAV is the NAV net of the share-based payment performance fee reserve. Adjusted NAV per share is calculated by dividing the Adjusted NAV by the total number of shares

3.   Total NAV Return for the period means the return on the movement in the Adjusted NAV per share at the end of the period together with all the dividends paid during the period divided by the Adjusted NAV per share at the beginning of the period. Adjusted NAV per share used in the calculation is rounded to 5 decimal places

The accompanying notes form an integral part of these financial statements.

CONDENSED STATEMENT of profit or loss AND OTHER COMPREHENSIVE INCOME

Six months ended 30 June 2022 (Unaudited)

1.   The Adjusted earnings per share has been calculated based on the profit attributable to ordinary shareholders adjusted for the total accrued performance fee at 30 June 2022 and 30 June 2021 respectively as per note 15 and the weighted average number of ordinary shares

The accompanying notes form an integral part of these condensed interim financial statements.

Condensed statement of changes in equity

Six months ended 30 June 2022 (Unaudited)

The accompanying notes form an integral part of these condensed financial statements.

Condensed statement of cash flows

Six months ended 30 June 2022 (Unaudited)

The accompanying notes form an integral part of these condensed financial statements.

Notes to the condensed interim financial statements

1 Reporting entity

Apax Global Alpha Limited (the "Company" or "AGA") is a limited liability Guernsey company that was incorporated on 2 March 2015. The address of the Company's registered office is PO Box 656, East Wing, Trafalgar Court, Les Banques, St Peter Port, Guernsey GY1 3PP. The Company invests in Private Equity funds, listed and unlisted securities including debt instruments.

The Company's main corporate objective is to provide shareholders with capital appreciation from its investment portfolio and regular dividends. The Company's operating activities are managed by its Board of Directors and its investment activities are managed by Apax Guernsey Managers Limited (the "Investment Manager") under a discretionary investment management agreement. The Investment Manager obtains investment advice from Apax Partners LLP (the "Investment Advisor").

2 Basis of preparation

Statement of compliance

These condensed interim financial statements have been prepared in accordance with IAS 34 "Interim Financial Reporting" as adopted by the European Union and should be read in conjunction with the Annual Report and Accounts 2021 which were prepared in accordance with International Financial Reporting Standards, as adopted by the European Union ("IFRS"). They do not include all the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of changes in the Company's financial position and performance since the last annual financial statements.

These condensed interim financial statements were authorised for issue by the Company's Board of Directors on 18 August 2022.

Basis of measurement

The financial statements have been prepared on the historic cost basis except for financial assets and financial liabilities, which are measured at FVTPL.

Going concern

The Directors consider that it is appropriate to adopt the going concern basis of accounting in preparing the financial statements. In reaching this assessment, the Directors have considered a wide range of information relating to present and future conditions (for at least 12 months from 18 August 2022, the authorisation date of these financial statements), including the condensed statement of financial position, future projections (which include highly stressed scenarios), cash flows, revolving credit facility available, net current assets and the longer-term strategy of the Company. The impact of inflation and geopolitical uncertainty was also considered by the Directors; and whilst the long-term effect remains to be seen, it was noted that the direct impact on the Company has been limited to date. The Directors are satisfied, based on their assessment of reasonably possible outcomes, that the Company has sufficient liquidity, including the undrawn revolving credit facility, to meet current and expected obligations up to the going concern horizon.

3 Accounting policies

There are no new standards or changes to standards since the Annual Report and Accounts 2021 which significantly impact these condensed interim financial statements. The accounting policies applied by the Company in these condensed interim financial statements are consistent with those set out on pages 62 to 65 of the Annual Report and Accounts 2021.

4 Critical accounting estimates and judgements

In preparing these condensed interim financial statements, the Company makes judgements and estimates that affect the reported amounts of assets, liabilities, income and expenses. Actual results could differ from those estimates. Estimates and judgements are continually evaluated and are based on the Board of Directors and Investment Manager's experience and their expectations of future events. Revisions to estimates are recognised prospectively.

(i) Judgements

The judgement that has the most significant effect on the amounts recognised in the Company's condensed interim financial statements relates to the valuation of investment assets and liabilities. These have been determined to be financial assets and liabilities held at FVTPL and have been accounted for accordingly. The Company also notes that the assessment of the Company as an investment entity is an area of judgement.

(ii) Estimates

The estimate that has the most significant effect on the amounts recognised in the Company's financial statements relates to the valuation of financial assets and financial liabilities held at FVTPL other than those traded in an active market. The Investment Manager is responsible for the preparation of the Company's valuations and meets quarterly to approve and discuss the key valuation assumptions. The meetings are open to the Board of Directors and the Investment Advisor to enable them to challenge the valuation assumptions and the proposed valuation estimates and for the external auditors to observe. On a quarterly basis, the Board of Directors review and approve the final NAV calculation before it is announced to the market.

The Investment Manager also makes estimates and assumptions concerning the future and the resulting accounting estimates, will by definition, seldom equal the related actual results. The assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are outlined in note 13.

(iii) Assessment of the Company as an investment entity

The Board of Directors believe that the Company meets the definition of an investment entity per IFRS 10 as the following conditions exist:

·    it has obtained funds from investing shareholders for the purpose of providing them with professional investment and management services;

·    its business purpose, which was communicated directly to investors, is investing for returns from capital appreciation and investment income; and

·    all of the Company's investments are measured and evaluated on a fair value basis

As the Company believes it meets all the requirements of an investment entity as per IFRS 10 "Consolidated Financial Statements", it is required to measure all subsidiaries at fair value rather than consolidating them on a line-by-line basis.

5 Segmental analysis

The segmental analysis of the Company's results and financial position is set out below. There have been no changes to reportable segments since those presented in the Annual Report and Accounts 2021.

Reportable segments

1.   Central functions represents interest income earned on cash balances and general administration and finance costs that cannot be allocated to investment segments

2.   Represents the movement in each respective portfolio's overall performance fee reserve

3.   NCAs refers to net current assets of the Company

6 Administration and other operating expenses

The Company has no employees and there were no pension or staff cost liabilities incurred during the period.

7 Taxation

The Company is exempt from taxation in Guernsey under the provisions of the Income Tax (Exempt Bodies) (Guernsey) Ordinance, 1989 and is charged an annual exemption fee of £1,200 (30 June 2021: £1,200).

The Company may be required, at times, to pay tax in other jurisdictions as a result of specific trades in its investment portfolio. During the period ended 30 June 2022, the Company had a net tax expense of €111k (30 June 2021: €154k), relating to tax incurred on debt interest in the United Kingdom. No deferred income taxes were recorded as there are no timing differences.

8 Investments

(a) Financial instruments held at FVTPL

1.   Included in debt above and throughout the financial statements is the fair value of the debt investment held by the subsidiary, see note 8(d) for further details

(b) Net gains/(losses) on financial assets at FVTPL

(c) Net losses on financial liabilities at FVTPL

(d) Investments in subsidiaries

The Company established two wholly owned subsidiaries in the prior year for investment purposes. In accordance with IFRS 10, these subsidiaries have been determined to be controlled subsidiary investments, which are measured at fair value through profit or loss and are not consolidated. The fair value of these subsidiary investments, as represented by their NAV, is determined on a consistent basis to all other investments measured at fair value through profit or loss.

The table below describes these unconsolidated subsidiaries. The maximum exposure is the loss in the carrying amount of the financial assets held.

The Company transferred an investment in a Derived Investment to Alpha US Holdings L.P. during the prior year. Net flows from subsidiaries are summarised below. Total fair value has also been included in Debt above as related to the debt portfolio.

(e) Involvement with unconsolidated structured entities

The Company's investments in Private Equity funds are considered to be unconsolidated structured entities. Their nature and purpose is to invest capital on behalf of their limited partners. The funds pursue sector-focused strategies, investing in four key sectors: Tech & Digital, Services, Healthcare, and Internet/Consumer. The Company commits to a fixed amount of capital, which may be drawn (and returned) over the life of the fund. The Company pays capital calls when due and receives distributions from the funds, once an asset has been sold. Note 12 summarises current outstanding commitments and recallable distributions to the eleven underlying Private Equity Investments held. The fair value of these was €877.2m at 30 June 2022 (30 June 2021: €916.6m), whereas the total value of the Private Equity funds was €21.4bn (31 December 2021: €25.3bn). During the period, the Company did not provide financial support and has no intention of providing financial or other support to these unconsolidated structured entities.

9 Related party transactions

The Investment Manager was appointed by the Board of Directors under a discretionary Investment Management Agreement ("IMA") dated 22 May 2015 and amendments dated 22 August 2016 and 2 March 2020, which sets out the basis for the calculation and payment of the management fee.

Management fees earned by the Investment Manager decreased in the period to €1.8m (30 June 2021: €2.0m), of which €0.9m was included in accruals at 30 June 2022. The management fee is calculated in arrears at a rate of 0.5% per annum on the fair value of non-fee paying private equity investments and equity investments and 1.0% per annum on the fair value of debt investments. The Investment Manager is also entitled to a performance fee. The performance fee is calculated based on the overall gains or losses net of management fees and Direct Deal costs (being costs directly attributable to due diligence and execution of investments) in each financial year. When the Portfolio Total Return hurdle is met a performance fee is payable. Further details are included in note 10.

The IMA has an initial term of six years and automatically continues for a further three additional years unless prior to the fifth anniversary the Investment Manager or the Company (by a special resolution) serves written notice to terminate the IMA. The Company is required to pay the Investment Manager all fees and expenses accrued and payable for the notice period through to the termination date.

The Investment Advisor has been engaged by the Investment Manager to provide advice on the investment strategy of the Company. An Investment Advisory Agreement ("IAA"), dated 22 May 2015 and an amendment dated 22 August 2016, exists between the two parties. Though not legally related to the Company, the Investment Advisor has been determined to be a related party. The Company paid no fees and had no transactions with the Investment Advisor during the period (30 June 2021: €nil).

The Company has an Administration Agreement with Aztec Financial Services (Guernsey) Limited ("Aztec") dated 22 May 2015. Under the terms of the agreement, Aztec has delegated some of the Company's accounting and bookkeeping to Apax Partners Fund Services Limited ("APFS"), a related party of the Investment Advisor, under a sub-administration agreement dated 22 May 2015. A fee of €0.3m (30 June 2021: €0.2m) was paid by the Company in respect of administration fees and expenses, of which €0.2m (30 June 2021: €0.1m) was paid to APFS. Additionally, the Company paid a fee of €0.3m (30 June 2021: €0.3m) for corporate and investor services to Apax Partners LLP and its affiliate APFS. This fee is calculated as 0.04% of the Invested Portfolio per annum.

The table below summarises shares held by Directors:

10 Performance fee

The performance fee is payable on an annual basis once the respective hurdle thresholds are met by eligible portfolios. Performance fees are only payable to the extent they do not dilute the returns below the required benchmark for each respective portfolio as detailed in the table below. Additionally net losses are carried forward and netted against future gains.

1.   Net Portfolio Total Return means the sub-portfolio performance in a given period, is calculated by taking total gains or losses and dividing them by the sum of gross asset value at the beginning of the period and the time-weighted net invested capital. The time-weighted net invested capital is the sum of investments made during the period less realised proceeds received during the period, both weighted by the number of days the capital was at work in the portfolio. Net Portfolio Total Return is gross of performance fees but net of management fees and relevant Direct Deal costs

The performance fee is payable to the Investment Manager by way of ordinary shares of the Company. The mechanics of the payment of the performance fee are explained in the prospectus. In accordance with IFRS 2 "Share-based Payment", performance fee expenses are charged through the statement of profit or loss and other comprehensive income and allocated to a share-based payment performance fee reserve in equity.

In the six months ended 30 June 2022, ordinary shares equivalent to €8.4m were purchased by the Company in the market and then subsequently transferred to the Investment Manager to settle the performance fee accrued at 31 December 2021 (30 June 2021: €nil).

At 30 June 2022 management's best estimate of the expected performance fee was calculated on the eligible portfolio on a liquidation basis.

11 Revolving Credit Facility and finance costs

On 5 May 2022 AGA amended the terms of its Revolving Credit Facility ("RCF") agreement with Credit Suisse AG, London Branch. The amended RCF increases the funds available from €140m to €250m reflecting the increased NAV and the greater proportion of the invested portfolio in private equity. The margin remains unchanged at 230 bps (over the respective risk free rate or Euribor depending on currency drawn). Additionally, there was a commitment fee of €0.9m incurred primarily due to this refinancing.

Summary of finance costs are detailed below:

Under the Loan Agreement, the Company is required to provide Private Equity Investments as collateral for each utilisation and ensure that the loan-to-value does not exceed 35% of the eligible Private Equity NAV. There were no covenant breaches during the period. As at 30 June 2022 the facility was unutilised.

12 Financial risk management

The Company holds a variety of financial instruments under IFRS 7 in accordance with its Investment Management strategy. The investment portfolio comprises Private Equity Investments and Derived Investments as shown in the table below:

The Company's activities expose it to a variety of financial risks: liquidity risk, credit risk and market risk. There have been no material changes in the Company's exposure to liquidity risk or credit risk, whilst market risk changes were limited to changes in price risk in the period since 31 December 2021.

Market risk

The Company summarises market risk into four main components; price risk, currency risk, interest rate risk and concentration risk. Currency movements were in favour of the Company during the period and though interest rates have been increasing, it had a limited impact on the Company as it has no outstanding borrowings, additionally the majority of the debt portfolio is held in floating rate notes which have benefited from higher interest yields. The Invested Portfolio's concentration was in line with year end and remains diversified across four main sectors (Tech & Digital, Services, Healthcare, and Internet/Consumer).

The Company is exposed to price risk on both its Private Equity Investments and Derived Investments and this exposure to price risk is actively monitored by the Investment Manager. The table below reflects the blended sensitivity of this price risk and the impact on NAV.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. Such obligations are met through a combination of liquidity from the sale of investments, revolving credit facility as well as cash resources. In accordance with the Company's policy, the Investment Manager monitors the Company's liquidity position on a regular basis; the Board of Directors also reviews it, at a minimum, on a quarterly basis.

The Company invests in two portfolios, Private Equity Investments and Derived Investments. Each portfolio has a different liquidity profile.

Derived Investments in the form of listed securities are considered to be liquid investments that the Company may realise on short notice. These are determined to be readily realisable, as the majority are listed on major global stock exchanges. Derived Investments in the form of debt and unlisted equity have a mixed liquidity profile as some positions may not be readily realisable due to an inactive market or due to other factors such as restricted trading windows during the year. Debt investments held in actively traded bonds are considered to be readily realisable.

The Company's Private Equity Investments are not readily realisable although, in some circumstances, they could be sold in the secondary market, potentially at a discounted price. The timing and quantum of Private Equity distributions is difficult to predict, however, the Company has some visibility on capital calls as the majority of the underlying funds operate capital call facilities. These are typically drawn by the underlying funds for periods up to 12 months to fund investments and fund operating expenses, and provide the Company with reasonable visibility of calls for this period.

The table below summarises the maturity profile of the Company's financial liabilities at 30 June 2022 based on contractual undiscounted repayment obligations. The contractual maturities of most financial liabilities are less than three months, with the exception of the revolving credit facility and commitments to Private Equity Investments, where their expected cash flow dates are summarised in the tables below.

The Company does not manage liquidity risk on the basis of contractual maturity, instead the Company manages liquidity risk based on expected cash flows.

30 June 2022

31 December 2021

1.   Represents the undrawn amount outstanding on a number of delayed draw debt commitments and a revolving credit facility position

The Company's outstanding commitments and recallable distributions to Private Equity Investments are summarised below:

At 30 June 2022 the Company had undrawn Private Equity commitments and recallable distributions of €1,151.5m (31 December 2021: €385.2m), of which €230.1m (31 December 2021: €194.3m) is expected to be drawn within 12 months. The increase in commitments relates to the Company's new commitments in Apax XI, AMI Opportunities II and Apax Global Impact. The expected calls in the next 12 months are mainly due to Apax X. Additionally, the Company expects draw downs of €6.4m from Derived Investments in the next 12 months for delayed draw and revolving credit facility debt positions held.

The Company has access to a short-term revolving credit facility upon which it can draw up to €250.0m. The Company may utilise this facility in the short term to bridge Private Equity calls and ensure that it can realise the Derived Investments at the best price available. At 30 June 2022, the facility remained undrawn (31 December 2021: undrawn).

At period end, the Company's investments are recorded at fair value. The remaining assets and liabilities are of a short-term nature and their fair values approximate their carrying values.

13Fair value estimation

(a) Financial instruments measured at fair value

IFRS 13 "Fair Value Measurement" ("IFRS 13") requires the Company to classify fair value measurements using a fair value hierarchy that reflects the significance of the inputs used to make those measurements. The fair value hierarchy has the following levels:

·    Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1).

·    Valuation techniques based on observable inputs (other than quoted prices included within level 1), that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices). This category includes instruments valued using: quoted market prices in active markets for similar but not identical instruments; quoted prices for identical instruments in markets that are not considered to be active; and, other valuation techniques where all the significant inputs are directly or indirectly observable from market data (level 2).

·    Valuation techniques for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).

The level in the fair value hierarchy within which the fair value measurement is categorised in its entirety is determined on the basis of the lowest level input that is significant to the fair value measurement in its entirety. If a fair value measurement uses observable inputs that require significant adjustment based on unobservable inputs, that measurement is a level 3 measurement. Assessing the significance of a particular input to the fair value measurement in its entirety requires judgement, considering factors specific to the asset or liability.

The determination of what constitutes "observable" requires significant judgement by the Company. The Company considers observable data to be market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. The Company also determines if there is a transfer between each respective level at the end of each reporting period based on the valuation information available.

The following table analyses within the fair value hierarchy the Company's financial assets and liabilities (by class) measured at fair value at 30 June 2022:

The following table analyses within the fair value hierarchy the Company's financial assets and liabilities (by class) measured at fair value at 31 December 2021:

IFRS13 requires the Company to describe movements in and transfers between levels of the fair value hierarchy. The Company determines if there is a transfer between each respective level at the end of each reporting period based on the valuation information available.

There were no transfers to or from level 1, level 2 or level 3 during the period.

Movements in level 3 investments are summarised in the table below:

The unrealised gains attributable to only assets and liabilities held at 30 June 2022 were €39.9m (31 December 2021: €248.1m).

The table below sets out information about significant unobservable inputs used in measuring financial instruments categorised as level 3 in the fair value hierarchy:

14 Shareholders' capital

At 30 June 2022, the Company had 491,100,768 ordinary shares fully paid with no par value in issue (31 December 2021: 491,100,768 shares). All ordinary shares rank pari passu with each other, including voting rights and there has been no change since 31 December 2021.

The Company has one share class; however, a number of investors are subject to lock-up periods between five and ten years, which restricts them from disposing of ordinary shares issued at admission. For investors with five-year lock-up periods, 20% of ordinary shares are released from lock-up each year from the first anniversary of admission, 15 June 2016. As at 30 June 2022, all of these shares have been released following the fifth anniversary on the 15 June 2020. For investors with ten-year lock-up periods, 20% of ordinary shares were released from lock-up this year on 15 June 2022 with a further 20% being released annually until 15 June 2025.

15 Earnings and NAV per share

1.   The number of performance shares is calculated inclusive of deemed realised performance shares that would be issued utilising the theoretical performance fee payable calculated on a liquidation basis

2.   The calculation of Adjusted Shares above assumes that new shares were issued by the Company to the Investment Manager in lieu of the performance fee. As per the prospectus, the Company may also purchase shares from the market if the Company is trading at a discount to its NAV per share. In such a case, the Adjusted NAV per share would be calculated by taking the NAV at the period adjusted for the performance fee reserve and then divided by the current number of ordinary shares in issue. At 30 June 2022, the Adjusted NAV per share for both methodologies resulted in an Adjusted NAV per share of €2.83 (31 December 2021: €3.02) respectively

At 30 June 2022, there were no items that would cause a dilutive effect on earnings per share. The adjusted earnings per share has been calculated based on the profit attributable to shareholders adjusted for the total accrued performance fee at year end over the weighted average number of ordinary shares. This has been calculated on a full liquidation basis inclusive of performance fee attributable to realised investments. Performance shares to be issued are calculated based on the trading price of shares and foreign exchange rate at close of business on 30 June 2022.

16 Dividends

On 2 March 2022, the Board approved the final dividend for 2021, 6.36 pence per share (7.59 cents euro equivalent). This represents 2.5% of the Company's euro NAV at 31 December 2021 and was paid on 4 April 2022.

On 18 August 2022, the Board approved an interim dividend for the six months ended 30 June 2022, 6.00 pence per share (7.09 cents euro equivalent). This represents 2.5% of the Company's euro NAV at 30 June 2022 and will be paid on 23 September 2022. The Board considered the Company's future liquidity position and ability to pay dividends and deemed it appropriate to maintain payment of the interim dividend.

17 Subsequent events

On 18 August 2022, the Board approved an interim dividend for the six months ended 30 June 2022, 6.00 pence per share (7.09 cents euro equivalent). This represents 2.5% of the Company's euro NAV at 30 June 2022 and will be paid on 23 September 2022.

Administration

Directors (all Non-Executive)

Tim Breedon CBE (Chairman)

Susie Farnon (Chair of the Audit Committee)

Chris Ambler

Mike Bane

Stephanie Coxon

Registered Office of the Company

PO Box 656

East Wing

Trafalgar Court

Les Banques

St Peter Port

Guernsey GY1 3PP

Channel Islands

Investment Manager

Apax Guernsey Managers Limited

Third Floor, Royal Bank Place

1 Glategny Esplanade

St Peter Port

Guernsey GY1 2HJ

Channel Islands

Investment Advisor

Apax Partners LLP

33 Jermyn Street

London SW1Y 6DN

United Kingdom

www.apax.com

Administrator, Company Secretary and Depositary

Aztec Financial Services (Guernsey) Limited

PO Box 656

East Wing

Trafalgar Court

Les Banques

St Peter Port

Guernsey GY1 3PP

Channel Islands

Tel: +44 (0)1481 749 700

[email protected]

www.aztecgroup.co.uk

Corporate Broker

Jefferies International Limited

100 Bishopsgate

London EC2N 4JL

United Kingdom

Registrar

Link Asset Services

Mont Crevelt House

Bulwer Avenue

St Sampson

Guernsey GY2 4LH

Channel Islands

Tel: +44 (0) 871 664 0300

[email protected]

www.linkassetservices.com

Independent Auditor

KPMG Channel Islands Limited

Glategny Court

St Peter Port

Guernsey GY1 1WR

Channel Islands

Association of Investment Companies - AIC

The AIC is the trade body for closed-ended investment companies. It helps its member companies deliver better returns for their investors through lobbying, media engagement, technical advice, training, and events.

www.theaic.co.uk

Dividend timetable

Announcement:     19 August 2022

Ex-dividend date:  1 September 2022

Record date:          2 September 2022

Payment date:        23 September 2022

Earnings releases

Q3 2022 earnings release is expected to be issued on or around 4 November 2022.

Stock symbol

London Stock Exchange: APAX

Enquiries

Any enquiries relating to shareholdings on the share register (for example, transfers of shares, changes of name or address, lost share certificates or dividend cheques) should be sent to the Registrars at the address given above. The Registrars offer an online facility at www.signalshares.com which enables shareholders to manage their shareholding electronically.

Investor Relations

Enquiries relating to AGA's strategy and results or if you would like to arrange a meeting, please contact:

Lorraine Rees

Investor Relations - AGA

Apax Partners LLP

33 Jermyn Street

London SW1Y 6DN

United Kingdom

Tel: +44 (0)20 7872 6300

[email protected]

Investment policy

The Company's investment policy is to make (i) Private Equity Investments, which are primary and secondary commitments to, and investments in, existing and future Apax Funds and (ii) Derived Investments, which Apax will typically identify as a result of the process that Apax undertakes in its private equity activities and which will comprise direct or indirect investments other than Private Equity Investments, including primarily investments in public and private debt, as well as limited investments in equity, primarily in listed companies. For the foreseeable future, the Board believes that market conditions and the relative attractiveness of investment opportunities in Private Equity will cause the Company to hold the majority of its investments in Private Equity assets. The investment mix will fluctuate over time due to market conditions and other factors, including calls for and distributions from Private Equity Investments, the timing of making and exiting Derived Investments and the Company's ability to invest in future Apax Funds. The actual allocation may therefore fluctuate according to market conditions, investment opportunities and their relative attractiveness, the cash flow requirements of the Company, its dividend policy and other factors.

Private Equity Investments

The Company expects that it will seek to invest in any new Apax Funds that are raised in the future. Private Equity Investments may be made into Apax Funds with any target sectors and geographic focus and may be made directly or indirectly. The Company will not invest in third-party managed funds.

Derived Investments

The Company will typically follow the Apax's core sector and geographical focus in making Derived Investments, which may be made globally. Derived Investments may include among others: (i) direct and indirect investments in equity and debt instruments, including equity in private and public companies, as well as in private and public debt which may include sub-investment grade and unrated debt instruments; (ii) co-investments with Apax Funds or third-parties; (iii) investments in the same or different types of equity or debt instruments in portfolio companies as the Apax Funds and may potentially include; (iv) acquisitions of Derived Investments from Apax Funds or third-parties; (v) investments in restructurings; and (vi) controlling stakes in companies.

Investment restrictions

The following specific investment restrictions apply to the Company's investment policy:

·    no investment or commitment to invest shall be made in any Apax Fund which would cause the total amounts invested by the Company in, together with all amounts committed by the Company to, such Apax Fund to exceed, at the time of investment or commitment, 25% of the Gross Asset Value; this restriction does not apply to any investments in or commitments to invest made to any Apax Fund that has investment restrictions restricting it from investing or committing to invest more than 25% of its total commitments in any one underlying portfolio company;

·    not more than 15% of the Gross Asset Value may be invested in any one portfolio company of an Apax Fund on a look-through basis;

·    not more than 15% of the Gross Asset Value may be invested in any one Derived Investment; and

·    in aggregate, not more than 20% of the Gross Asset Value is intended to be invested in Derived Investments in equity securities of publicly listed companies. However, such aggregate exposure will always be subject to an absolute maximum of 25% of the Gross Asset Value.

The aforementioned restrictions apply as at the date of the relevant transaction or commitment to invest. Hence, the Company would not be required to effect changes in its investments owing to appreciations or depreciations in value, distributions or calls from existing commitments to Apax Funds, redemptions or the receipt of, or subscription for, any rights, bonuses or benefits in the nature of capital or of any acquisition or merger or scheme of arrangement for amalgamation, reconstruction, conversion or exchange or any redemption, but regard shall be had to these restrictions when considering changes or additions to the Company's investments (other than where these investments are due to commitments made by the Company earlier).

The Company may borrow in aggregate up to 25% of Gross Asset Value at the time of borrowing to be used for financing or refinancing (directly or indirectly) its general corporate purposes (including without limitation, any general liquidity requirements as permitted under its Articles of Incorporation), which may include financing short-term investments and/or buybacks of ordinary shares. The Company does not intend to introduce long-term structural gearing.

Quarterly returns since 1Q18