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Wendel

M&A Activity Dec 23, 2019

1769_iss_2019-12-23_8681a799-8e84-46a4-9387-9292173b5ef3.pdf

M&A Activity

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P R E S S R E L E A S E - D E C E M B E R 2 3 , 2 0 1 9

Wendel Completes the Acquisition of Crisis Prevention Institute ("CPI")

Wendel (MF.FP) has completed the acquisition of Crisis Prevention Institute ("CPI" or the "Company") from FFL Partners at an enterprise value of \$910 million (the "Transaction"). As part of the Transaction, Wendel made an equity investment of approximately \$569 million, for a c. 96% ownership interest in the Company, alongside CPI's management team and certain other minority investors.

Headquartered in Milwaukee, Wisconsin, CPI is the leading provider of behavior management and crisis prevention training programs in the U.S. For nearly 40 years, CPI has provided crisis prevention and intervention training to help professionals respond to anxious, hostile and violent behavior with safe and effective methods. The Company's training has been proven to reduce the frequency and impact of incidents resulting from aggressive behavior in the workplace, improve professionals' confidence in addressing these incidents, help customers comply with regulatory requirements, and create a safer environment for professionals and those under their care.

CPI primarily serves education and healthcare customers and is expanding its reach in behavioral and home health care, as well as other industries with similar behavioral challenges. CPI has expanded internationally over the past several years and generates more than 20% of its sales outside the U.S. today, principally in Canada, the United Kingdom, Australia and New Zealand.

"CPI is at the forefront of teaching crisis management and prevention skills to professionals in the healthcare and education fields who face traumatic and potentially violent incidents on a daily basis," said Adam Reinmann, CEO of Wendel North America. "The Company has a long track record of growth under the leadership of Tony Jace, and we think CPI has a substantially larger opportunity to expand into other industries and geographies that can benefit from its programs. We look forward to working with Tony and his team to support the Company's mission and its continued growth."

David Darmon, Wendel Group's Deputy CEO added, "CPI is a leader in a fast-growing market supported by long-term demand tailwinds. We are enthusiastic about investing in CPI to support the Company's management and employees in furthering its reach and building an impactful global training platform. Moreover, we are proud to be aligned with the Company's mission and the work CPI does to reduce conflict and violence in the workplace. CPI is Wendel's fourth investment in the U.S. and an important part of our continued expansion in that market."

"We are excited to welcome Wendel to the CPI family. Wendel understands, and values, CPI's mission and is committed to supporting our continued growth for the long-term," said Tony Jace, CEO of CPI. "We look forward to our long-term partnership with Wendel as we seek to further expand CPI's reach and continue to make a difference in the lives of our customers."

For more information :

https://www.wendelgroup.com/sites/default/files/cpi\_acquisition\_presentation\_15.10.19.pdf

Agenda

03.18.2020

2019 FY Results / Publication of NAV of December 31, 2019 (post-market release)

04.30.2020

Q1 2020 Trading update / Publication of NAV as of March 31, 2020 (pre-market release).

06.04.2020

2020 Annual General Meeting

07.30.2020

H1 2020 results / Publication of NAV as of June 30, 2020, and condensed Half-Year consolidated financial statements (post-market release).

11.04.2020

2020 Investor Day / Presentation of NAV as of September 30, 2020, and Q3 2019 trading update (publication postmarket release on 11/03/2020).

About CPI

Crisis Prevention Institute is a world leading training organization specializing in the safe management of disruptive and assaultive behavior. The Company's Nonviolent Crisis Intervention® training program is embraced worldwide by organizations committed to providing quality care and services in a respectful, safe environment. The strategies taught in the Nonviolent Crisis Intervention® training program provide staff members with an effective framework for decision making and problem solving to prevent, de-escalate, and safely respond to disruptive or assaultive behavior. The philosophy relating to Care, Welfare, Safety, and SecuritySM expands throughout the continuum of interventions that are necessary when working toward reduction or elimination of restraint use.

For more information: https://www.crisisprevention.com

About Wendel

Wendel is one of Europe's leading listed investment firms. The Group invests in Europe, North America and Africa in companies which are leaders in their field, such as Bureau Veritas, Cromology, Stahl, IHS, Constantia Flexibles, Allied Universal and Tsebo. Wendel plays an active role as a controlling or lead shareholder in these companies. We implement long-term development strategies, which involve boosting growth and margins of companies so as to enhance their leading market positions.

Wendel is listed on Eurolist by Euronext Paris.

Standard & Poor's ratings: Long-term: BBB, stable outlook – Short-term: A-2 since January 25, 2019

Moody's ratings: Long-term: Baa2, stable outlook – Short-term: P-2 since September 5, 2018

Wendel is the Founding Sponsor of Centre Pompidou-Metz. In recognition of its long-term patronage of the arts, Wendel received the distinction of "Grand Mécène de la Culture" in 2012.

For more information:

Follow us on Twitter @WendelGroup

Press contacts Analyst and investor contacts Christine Anglade-Pirzadeh: +33 (0)1 42 85 63 24 Olivier Allot: +33 (0)1 42 85 63 73

Caroline Decaux: +33 (0)1 42 85 91 27 Lucile Roch: +33 (0)1 42 85 63 72

[email protected] [email protected]

[email protected] [email protected]

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