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GP Investments Fully Exits Tempo Participações

11 April 2016

(Press Release) GP Investments announced the sale of its remaining stake in Tempo Participações, provider of auto, home and personal services provider to the Carlyle Group.

GP Investments, with its head office at 129, Front Street, Penthouse, Hamilton HM 12, Bermuda (“GP Investments” or “GP”) a leading alternative investment firm in Latin America, hereby announces the sale of its remaining stake in Tempo Participações S.A. (“Tempo” or the “Company”) held by the fund GP Capital Partners III, L.P. (“GPCP III”), which is managed by a subsidiary of GP (“Transaction”).

GPCP III completed its initial investment in Tempo in January 2007, aiming to take advantage of the Company’s strong potential of both organic and inorganic growth, to assume the leadership position in each of the Company’s segments and to benefit from the important operational synergies between its business areas.

Tempo is currently a leading Brazilian provider of specialized support and call center services. The sale of GPCP III’s ownership in the Company represents the final step of a process of opportunistic and progressive divestments, which started in 2013 with the sale of some of the Company’s business areas (e.g. Health Insurance, Health Services, Home Care and Dental Plans), aiming to maximize the value to shareholders through cash distributions.

The Transaction was structured through two Voluntary Tender Offers launched by The Carlyle Group: (i) a Voluntary Tender Offer to acquire a controlling stake in Tempo, completed in November, 2015; and (ii) a Delisting Tender Offer for the acquisition of the remaining float, which was liquidated on the date hereof (together, the “Offers”).

The Offers will incur for GP, as a limited partner of GPCP III, in a gross amount of up to R$79 million, of which R$69 million were paid until the date hereof, and the balance is subject to the release of the amounts held in escrow and to the reimbursement of the values retained to the payment of expenses of the Transaction, as established by the Auction Notices.

Over the 9 years that GPCP III was a shareholder in Tempo, the Company generated indirectly to GP Investments, through dividends, capital reductions and sale of stocks, approximately R$130 million (considering the total value of the Transaction). Thus, this investment should result in a cash-on-cash return multiple of 2.9x and an estimated IRR of 14.3%, both measured in Brazilian Reais.