Macquarie Group Limited — M&A Activity 2009

Aug 18, 2009

Macquarie Group Limited ABN 94 122 169 279

No.1 Martin Place Telephone (61 2) 8232 3333 Sydney NSW 2000 Facsimile (61 2) 8232 7780 GPO Box 4294 Internet http://www.macquarie.com.au Sydney NSW 1164 AUSTRALIA

ASX/ Media Release

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MACQUARIE GROUP TO ACQUIRE DELAWARE INVESTMENTS

• Leading US diversified asset management firm with over $US125 billion in assets under management

• Acquisition provides Macquarie with a highly regarded team of investment management professionals, attractive product suite and broader access to the world’s largest capital market

• Acquisition is consistent with Macquarie’s strategy to develop a global asset management capability

• Management team has a demonstrated track record of fiduciary excellence and strong performance through the addition of new teams and products

• Delaware’s and Macquarie’s investment capabilities and processes to remain in place

• Macquarie to support Delaware with additional funding, new products and access to Macquarie’s global distribution network to support further growth

• Delaware to continue its existing management of Lincoln Financial’s general account insurance assets under a long-term contract

NEW YORK, AUGUST 19, 2009 — Macquarie Group (“Macquarie”) (ASX: MQG) today announced that it has entered into an agreement to acquire Delaware Investments (“Delaware”), a leading US-based diversified asset management firm, from Lincoln Financial Group (“Lincoln Financial”) (NYSE: LNC) for $US428 ($A516) million, subject to certain closing adjustments.

Upon completion of the transaction, the combined assets under management (AUM) of Macquarie and Delaware are expected to be over $US300 ($A361) billion.

The acquisition is consistent with Macquarie’s strategy to develop a global asset management capability through building a highly regarded team of investment

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professionals, offering an attractive suite of investment products and gaining broader access to the world’s largest capital market.

Delaware is a well-respected, US-based diversified asset management firm with over $US125 ($A150) billion in AUM (as of June 30, 2009). Delaware provides investment services to retail and institutional investors through a broad range of managed accounts, separate accounts, mutual funds, retirement accounts, sub-advised funds, and other investment products. Founded in 1929, Delaware is one of the oldest asset management firms in the United States. Headquartered in Philadelphia and with additional investment teams in San Francisco and Boston, Delaware employs approximately 580 people. (See accompanying factsheet for further information)

Delaware will remain headquartered in Philadelphia with its team of investment management professionals continuing to serve their clients under the same investment processes. Delaware clients will be offered opportunities to invest in new products with access to Macquarie’s investment strategies, notably in real assets, global fixed income and alternatives. Macquarie clients across its global network will be offered investment solutions involving Delaware’s investment strategies, in structures designed specifically for them. Macquarie will also provide additional funding to support Delaware’s growth through continued investment in operations, distribution and commitment to expanding its multi-boutique approach.

Shemara Wikramanayake, Global Head of Macquarie Funds Group, said: “Macquarie has a long and successful history in asset management. Since 1980 our asset management activities have grown both organically and through the addition of specialist asset management teams. From that strong base and given current opportunities in the market, we feel now is an ideal time to expand our reach and offering as an asset manager.”

“We have a high regard for the Delaware team and are delighted to have them join us. Delaware will form a key element of Macquarie Funds Group’s offering to our clients globally and will significantly enhance our existing North American asset management activities,” said Ms Wikramanayake.

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Ms Wikramanayake said that given the distinct nature of Delaware and Macquarie’s asset management businesses, it will be business as usual for Macquarie’s existing clients.

“The acquisition of Delaware is a demonstration to our clients of the ongoing commitment we have to developing a global asset management capability with significant scale, product depth, research and investment capacity,” added Ms Wikramanayake.

Macquarie Funds Group (MFG), the asset management arm of Macquarie Group, is a full service global fund manager with over 25 years experience and offers a range of investments for both retail and institutional investors across a variety of asset classes including fixed income, cash, currencies, equities, commodities, emerging markets, listed infrastructure and listed real estate as well as private equity and hedge fund of funds. MFG employs over 600 staff across 19 locations globally with AUM of approximately $US67 ($A80) billion* as of July 31, 2009. (See accompanying factsheet for further information)

Delaware President, Patrick Coyne, and his management team will continue to run Delaware. Mr Coyne will report to Ben Bruck, an Executive Director of Macquarie Funds Group and head of Macquarie’s Affiliated Managers Division, who will relocate to Philadelphia.

Patrick Coyne, President of Delaware Investments, said: “We are very excited about the opportunities this transaction presents. Like Delaware, Macquarie is firmly committed to both the institutional and retail asset management business.”

Mr Coyne said that importantly, Delaware clients will see consistency and continuity in the way their investments are managed.

“Macquarie is the perfect partner for us. They are strong supporters of Delaware’s investment teams and their processes, our management team and our multi-boutique structure. Macquarie’s desire to invest in and grow our product and distribution capabilities will be well received by our clients and our people.”

• Includes the Macquarie Cash Management Trust, which is a product of Macquarie’s Banking and Financial Services Group that is managed by MFG, and the AUM of affiliates

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Ben Bruck, Executive Director, Macquarie Funds Group, said: “Delaware’s US-based expertise substantially complements Macquarie’s global asset management activities. Macquarie plans to offer its clients Delaware’s investment strategies through its global network. We will also explore opportunities to offer Macquarie’s global strategies and products to US clients through Delaware, most notably in real assets, global fixed income and alternatives.”

Mr Bruck said that one of the key things that attracts Macquarie to Delaware is its record of attracting, supporting and developing new teams and capabilities.

“Delaware’s approach is closely aligned with Macquarie’s – one that is committed to growing assets under management by supporting best-in-class investment professionals and adding new investment teams to deliver superior results for investors. We have also been particularly impressed with Delaware’s long-standing record of fiduciary excellence and true-to-label commitment to its clients,” added Mr Bruck.

Transaction Terms and Timing

As part of the transaction, Delaware will continue managing Lincoln Financial general account insurance assets under a long-term contract on financial terms similar to current arrangements as well as provide additional sub-advisory services.

Macquarie expects to pay Lincoln Financial approximately $US428 ($A516) million in cash to acquire the business and assets of Delaware, subject to a purchase price adjustment at closing based on any change in net assets.

The transaction will be funded by Macquarie Bank Limited (MBL). MBL’s Tier 1 capital ratio is anticipated to decrease by approximately 1.2% as a result of the transaction. The transaction is expected to close around the end of 2009 and is subject to regulatory approvals and other customary closing conditions.

Macquarie Capital (USA) Inc. served as financial advisor and Weil, Gotshal & Manges LLP provided legal counsel to Macquarie Group in relation to the transaction.

About Macquarie Funds Group

Macquarie Funds Group is a full service fund manager with over 25 years experience. It offers a diverse range of products including managed funds across a wide range of asset classes, funds-based structured products, hedge funds and fund of funds.

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Macquarie Funds Group has a global reach with a team of over 600 staff across 19 global locations. As at July 31, 2009, Macquarie Funds Group had approximately $US67 ($A80) billion in funds under management.

About Macquarie

Macquarie Group (Macquarie) is a global provider of banking, financial, advisory, investment and funds management services. Macquarie’s main business focus is making returns by providing a diversified range of services to clients. Macquarie acts globally on behalf of institutional, corporate and retail clients and counterparties.

Macquarie Group Limited is listed in Australia (ASX: MQG) and is regulated by APRA, the Australian banking regulator, as the owner of Macquarie Bank Limited, an authorized deposit taker. Macquarie’s approach to risk management is long-standing. Strong risk management practices are embedded in business unit management with central oversight of credit, market, funding, compliance and operational risk. These, together with committed, quality staff are key drivers of Macquarie’s success.

Founded in 1969, Macquarie operates in more than 70 office locations in 26 countries. Macquarie employs approximately 12,500 people and has assets under management of over $US190 billion ($A229 billion) (as of July 31, 2009).

For further information, please contact:

Investor enquiries Media enquiries Stuart Green Alex Doughty Investor Relations Corporate Communications New York Macquarie Group Macquarie Group Tel: +61 2 8232 8845 Tel: +1 212 231 1310

Paula Hannaford Corporate Communications Sydney Macquarie Group Tel: +61 2 8232 4102

Attachments

• Factsheet – Delaware Investments

• Factsheet – Macquarie Group & Macquarie Funds Group

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as of June 30, 2009

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Fact sheet

Delaware Investments provides worldclass asset management services and solutions for a wide range of institutional and individual investors. Today’s Delaware Investments is more dynamic than ever before, managing assets across all major asset classes for a broad array of investors, including institutions, pension funds, 401(k)/defined contribution plans, endowments, foundations, corporations, and high-net-worth individuals.

Delaware Investments manages more than $120 billion in assets as of June 30, 2009, offering a broad range of products and investment services across five major asset classes – value, growth, core, and international equity, as well as fixed income. Our teambased, research-driven approach to investing is guided by the expertise of 156 investment professionals. Assets are managed by teams in Boston, Fort Wayne, Greensboro, Philadelphia, and San Francisco.

With a strong focus on performance, research, and client service, the Delaware Investments vision is to be recognized as a world-class asset management company, helping people and organizations achieve their financial aspirations. Our executive management works hard to attract and retain top talent. Our client service team strives to deliver world-class service. And our investment professionals employ vigorous proprietary research that provides a dynamic perspective of a company or specific sector.

Quick facts

Headquartered in Philadelphia, Pa.

583 employees

$126.7 billion assets under management

Broad spectrum of asset management

History

1929 Delaware Investments predecessor firm is founded

1938 Delaware Investments introduces its first mutual fund

1970 Begin managing fixed income strategies

1972 Institutional separate account management is established

1974 Taft-Hartley business is established

1990 International / global capabilities are established

1995 Delaware Investments joins Lincoln Financial Group

2000 Begin decade of broadening investment capabilities

2007 Ireland–based UCITS funds are launched

Staff

156 Investment professionals, 583 total employees

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47 Portfolio managers
72 Research analysts
26 Traders
11 Quantitative analysts
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Delaware Investments • 2005 Market Street • Philadelphia, Pennsylvania 19103

Delaware Investments is the marketing name for Delaware Management Holdings, Inc. and its affiliates. Delaware Management Holdings, Inc. is a Lincoln Financial Group[®] company. Lincoln Financial Group is the marketing name for Lincoln National Corporation and its affiliates.

Fact sheet

as of June 30, 2009

Investment teams

Assets $126.7 billion under management*

Growth equities

($10.6 billion) Emerging Growth team (Philadelphia) Focus Growth team (San Francisco)

Core equities

($2.5 billion) Core team (Philadelphia)

Global / International equities

By client type ($ billions)

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$25.3 (20.0%) Institutional
Retail
$32.6 (25.7%)
Insurance
$68.8 (54.3%)
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($8.9 billion)

Emerging Markets team (Boston) International Value Equity team (Boston) REIT team (Philadelphia)

Value equities

($6.8 billion)

Large Cap Value team (Philadelphia) REIT team (Philadelphia) Small, Mid Cap Value team (Philadelphia) Strategic Value team (Philadelphia)

Fixed income securities ($97.9 billion) Fixed Income team (Philadelphia)

By asset class ($ billions)

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$96.8 (76.4%) U.S. fixed income
U.S. equity
$19.9 (15.7%)
International fixed income
$1.1 (0.9%)
$8.9 (7.0%) International equity
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*Includes $0.4 million in assets under model management. $8.8 billion is currently sub-advised by other managers. $7.0 billion of the international assets is currently sub-advised by Mondrian Investment Partners Limited (formerly Delaware International Advisers Ltd.).

Product matrix

Product matrix
	Asset
Fixed	Allocation
Total Equity Income	(balanced)
Retail mutual funds — Delaware funds 44 19 21	4
Institutional strategies 37 23 14
Managed Accounts portfolios 17 16 1
Delaware Pooled®Trust portfolios 17 11 6
Delaware variable insurance funds 13 9 4
Delaware closed-end funds 7 4	3
Retail mutual funds — Optimum funds 6 5 1
UCITS funds 5 5

Delaware Investments • 2005 Market Street • Philadelphia, Pennsylvania 19103

Delaware Investments is the marketing name for Delaware Management Holdings, Inc. and its affiliates. Delaware Management Holdings, Inc. is a Lincoln Financial Group[®] company. Lincoln Financial Group is the marketing name for Lincoln National Corporation and its affiliates.

About Mac uarie q

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MACQUARIE GROUP

Macquarie Group (Macquarie) is a global provider of banking, financial, advisory, investment and funds management services. Macquarie acts on behalf of institutions, corporate and retail clients and counterparties around the world.

Founded in 1969, Macquarie operates in more than 70 office locations in 26 countries and employs more than 12,500 people (as at June 30, 2009). Assets under management of over $US190 billion ($A229 billion) (as at July 31, 2009). Macquarie Group Limited is listed in Australia (ASX: MQG) and is regulated by APRA, the Australian banking regulator, and is the owner of Macquarie Bank Limited, an authorized deposit taker.

In the Americas, Macquarie has a significant and expanding presence, having been active in the region for over a decade. Today, Macquarie has more than 1,900 professionals in offices in 25 North American locations.

MACQUARIE FUNDS GROUP

MACQUARIE ASSEt MANAGEMENt

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MACQUARIE FUNDS GROUP
� Fixed Income
� Listed Equities
� Infrastructure Securities
� Real Estate Securities
� Fund of Hedge Funds
� Fund of Private Equity Funds AUM
$US190bn []
� Commodities
� Structured Products
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• Total AUM for all Macquarie Groups

Macquarie Funds Group (MFG), the asset management arm of Macquarie Group, is a full service global fund manager with over 25 years experience. MFG has over 600 specialist staff located in 19 locations globally.

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Macquarie Funds Group (MFG), the asset management arm of
Macquarie Group, is a full service global fund manager with over 25
years experience. MFG has over 600 specialist staff located in 19
locations globally.
London Frankfurt
MFG provides the best of an institutional environment combined with the best of a boutique environment. Asset managers are encouraged and provided with the freedom to develop innovative Zurich MunichVienna Hong KongSeoul Tokyo Los AngelesCarlsbad New YorkBoston
products and deliver strong performance. Taipai
HIGHlIGHtS Kuala LumperSingapore
� $US67 ($A80) billion in funds under management Perth Brisbane
Sydney
(as at July 31, 2009) Melbourne
� Long, successful history of innovation in asset management
� Macquarie is the 3rd largest asset manager in Australia PORtFOlIO MANAGEMENt tEAM
� Distribution capabilities throughout Australia, Europe, Asia and DIStRIBUtION tEAM
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• Distribution capabilities throughout Australia, Europe, Asia and the Americas

• Strong risk management, world class operating platform

AUM Breakdown by Geography*

• Global sales, marketing and brand support

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Asia
3%
North America
21%
Middle East
1%
Europe Australia
7% 68%
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MFG AUM (JULY 31, 2009) $USbn
FIXED INCOME 48.8
LISTED EQUITIES 5.7
REAL ESTATE SECURITIES 1.3
INFRASTRUCTURE SECURITIES 1.8
FUND OF FUNDS 1.3
STRUCTURED PRODUCTS 5.4
AFFILIATES 2.3
tOtAl $US 66.6 []
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• Excludes money market funds and funds based structured products; figures are approximate

• Includes the Macquarie Cash Management Trust, which is a product of Macquarie’s Banking and Financial Services Group that is managed by MFG, and the AUM of affiliates

This document has been prepared by Macquarie Group Limited (‘Macquarie”) for general information purposes only. It does not into account any customer’s particular investment objectives, financial resources or other relevant circumstances and the opinions and recommendations herein are not intended to represent recommendations of particular investments to particular customers. Past performance is not a reliable indication of future performance.

Other than Macquarie Bank Limited ABN 46 008 583 542 (MBL), any Macquarie Group entity noted on this page is not an authorised deposit-taking institution for the purposes of the Banking Act 1959 (Commonwealth of Australia). That entity’s obligations do not represent deposits or other liabilities of MBL. MBL does not guarantee or otherwise provide assurance in respect of the obligations of that entity, unless noted otherwise.