NAXS — Interim / Quarterly Report 2013

Jul 15, 2013

NAXS Nordic Access Buyout Fund AB (publ) Interim Report January–June 2013

First half-year 2013

• Net profit/loss for the period amounted to MSEK 20,3 (32,8).
• Earnings per share amounted to SEK 1.36 (2.19).
• Net asset value amounted to MSEK 621 (SEK 41,71 per share) at June 30, 2013, compared to MSEK 609 (SEK 40.83 per share) at year-end 2012.
• Net cash amounted to MSEK 83 (SEK 5.60 per share) at June 30, 2013, compared to MSEK 123 (SEK 8.22 per share) at year-end 2012.

Second quarter 2013

• Net profit/loss for the period amounted to MSEK 25.0 (23,5).
• Earnings per share amounted to SEK 1.68 (1.57).
• NAXS paid a dividend amounting to SEK 0.50 per share for the fiscal year 2012.

Comments by the CEO

It is with satisfaction we see that NAXS' net asset value has grown by 4% during the quarter (including the dividend paid for FY 2012) and by 7% over a 12-month period. This positive development during the quarter is a result of an increase in valuation of the private equity fund investments, liquidity events in the portfolio and a weakening of the Swedish krona.

Following the 2 recent acquisitions and 2 exits, NAXS' underlying funds hold a total of 84 portfolio companies, the investments in private equity funds have reached 86% of equity, and the 10 exits that have occurred since NAXS' inception have generated an average annual gross return (IRR) of 20%.

It is also worth mentioning that the credit markets are functioning well in the Nordic region, which is reflected in the 6 recapitalizations that took place in NAXS' portfolio during the quarter.

Lennart Svantesson

Financial summary

	2013	2012	2013	2012
	1/1–6/30	1/1–6/30	4/1–6/30	4/1–6/30
Net profit/loss for the period, KSEK	20 281	32 774	24 998	23 540

	2013 6/30	2012 12/31
Private equity fund investments, KSEK	536 956	487 173
Private equity fund investments in % of equity	86	80
Remaining commitments, KSEK	177 803	212 544
Total exposure to private equity fund investments, KSEK	714 759	699 717
Net cash, KSEK	83 457	122 624
Private equity fund investments per share, SEK	36,05	32,64
Net cash per share, SEK	5,60	8,22
Net asset value per share, SEK	41,71	40,83
Share price, SEK	38,00	29,50

Operations

NAXS Nordic Access Buyout Fund AB (publ) ("NAXS" or the "Company") is an investment company listed on the NASDAQ OMX Stockholm exchange and focusing on investments in Nordic buyout funds. The objective is to make the Nordic private equity market accessible for a broader range of investors,

while offering liquidity through the Company's publicly traded shares.

Operations commenced on April 17, 2007, and the Company was listed on First North on May 14, 2007, where it traded until its change of listing to the NASDAQ OMX Stockholm on June 8, 2010.

NAXS is the Group's parent company and is headquartered in Stockholm. In addition to the parent company, the Group consists of an operational Danish subsidiary, NAXS Nordic Access Buyout A/S, headquartered in Copenhagen, and a Norwegian subsidiary, NAXS Nordic Access Buyout AS, headquartered in Oslo. The Danish subsidiary operates as holding companies for the Group's private equity fund investments.

Naccess Partners AB has been contracted as the investment advisor to the Danish subsidiary.

Market review

The Nordic region continued to experience a more favorable macro-economic environment than the rest of Europe during the first half of 2013. This was reflected in the private equity buyout market in the region, where both the investment and exit activities maintained decent levels during the period.

In addition, financing has been readily available to the leading Nordic buyout managers during the first six months of the year, with the consequence that many transactions were financed on favorable terms and that dividend recapitalizations became more frequent. This was illustrated in NAXS' portfolio, where no less than 6 recapitalizations took place during the second quarter of 2013 alone.

Fund portfolio

As of June 30, 2013, NAXS had commitments to 8 underlying funds. At the end of the reporting period:

• private equity fund investments amounted to KSEK 537, which corresponds to 86 percent of the Company's equity;
• remaining commitments amounted to KSEK 178, which can be used by the underlying funds for new investments;
• total exposure to private equity fund investments amounted to KSEK 715, which corresponds to 115 percent of the Company's equity.

Private equity fund investments and total exposure to private equity funds (in % of equity)

0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% 110% 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% investments 115% (KSEK 715) Equity KSEK 621 Remaining commitments 29% (KSEK 178) Private equity fund investments 86% (KSEK 537) Net cash 14% (KSEK 83) Privat equity fund investments 86% (KSEK 537)

Total exposure to private equity fund

Evolution of private equity fund investments (in % of equity)

The net asset value (NAV) per share increased by 4% during the second quarter of 2013, notably due to an increase in valuation of the private equity fund investments in local currencies and the weakening of the Swedish krona during the quarter. Over 12 months, the net asset value per share increased by 7% (including the dividends paid).

NAV per share in SEK

Acquisitions and liquidity events

During the second quarter of 2013, NAXS' underlying funds signed or closed 2 new investments. In addition, a number of add-on investments were made.

Portfolio Company	Sector	Geography	Fund
Schat-Harding / Noreq	Industry	Norway	Herkules III
Becksöndergaard	Retail	Denmark	Valedo Partners II

A number of liquidity events occurred during the second quarter of 2013, with 2 full exits and 6 recapitalizations.

Herkules Private Equity Fund III signed in April an agreement for the divestment of Gothia Financial Group, a portfolio company active in the financial services sector and acquired in 2008. The transaction closed in June. During Herkules' ownership, Gothia more than doubled its revenues.

Nordic Capital Fund VII signed in June an agreement for the divestment of EG A/S, Scandinavia's leading IT software and service provider, which the fund had acquired in 2008. EG has grown revenue by close to DKK 500m and EBITDA by more than DKK 100m during the Nordic Capital ownership period.

Portfolio Company	Sector	Year of initial investment	Fund
Gothia Financial Group	Financial services	2008	Herkules III
EG A/S	IT	2008	Nordic Capital VII

Interim Report Jan–June 2013 Page 6 of 18

NAXS received during the quarter the proceeds from the recapitalizations of 6 portfolio companies:

• Apax Europe VII refinanced 2 portfolio companies (acquired in 2011 and 2012)
• Herkules Private Equity Fund III refinanced 1 portfolio company (acquired in 2012)
• Nordic Capital Fund VII refinanced 3 portfolio companies (acquired in 2011 and 2012)

As of June 30, 2013, NAXS underlying funds had acquired a total of 94 companies, 10 of which had been fully divested. The 10 exits have generated gross average returns of 20% per year.

No. of portfolio companies acquired per year

• 94 portfolio companies acquired since inception
• 10 companies fully exited
• Average holding period of the remaining 84 portfolio companies is approx. 2.9 years

	2007	2008	2009	2010	2011	2012	2013	Total
No of new portfolio companies	12	17	11	18	16	15	5	94
No of exits during the period				4		3	3	10
No of companies acquired in the year that are now exited	4	4	2					10

June 30, 2013

• Total exposure to private equity fund investments: 115 % of total equity
• Private equity fund investments: 86 % of total equity
• Number of full exits since inception: 10
• Average gross returns generated by the 10 full exits since inception: 20% per year

Portfolio composition/diversification

As of June 30, 2013, NAXS provided the following exposure to the private equity buyout sector:

8 funds from 6 managers

Fund	Commitment Year	Commitment Currency	Initial Commitment Amount (in 000s)
Apax Europe VII LP	2007	EUR	15,000
FSN Capital III LP	2008	EUR	10,000
Herkules Private Equity Fund III LP	2008	NOK	40,000
Intera Fund I KY	2007	EUR	7,000
Intera Fund II KY	2011	EUR	7,250
Nordic Capital Fund VII LP	2008	EUR	20,000
Valedo Partners Fund I AB	2007	SEK	60,000
Valedo Partners Fund II AB	2011	SEK	65,000

3 different fund vintages and a diversification in terms of size segments, with small cap being the largest, as illustrated below (based on current commitments):

• 84 portfolio companies (remaining after 10 exits) acquired over a period of approx. 6 years, with the 10 largest holdings accounting for less than 34% of the total equity and no single portfolio company accounting for more than 10% of the total equity
• a diversification per geography and sector as illustrated below (based on the fair value of the current portfolio companies):

Underlying funds

Summary information regarding NAXS' underlying funds is provided below:

Fund	Fund size	Segment	Vintage	Geographic focus	# of portfolio companies	# of exited portfolio companies
Valedo I	MSEK 1,000	small cap	2007	Sweden	7	2
Intera I	MEUR 125	small cap	2007	Finland	6	1
Apax VII	MEUR 11,000	large cap	2008	Europe /Global	27	4
FSN III	MEUR 375	mid cap	2008	Norway /Nordic	10	0
Herkules III	MNOK 6,000	mid cap	2008	Norway /Nordic	9	2
Nordic Capital VII	MEUR 4,300	mid/large cap	2008	Primarily Nordic	16	1
Intera II	MEUR 200	small cap	2011	Finland	5	0
Valedo II	MSEK 2,000	small cap	2011	Sweden	4	0

Group

Financial performance, Second quarter 2013

Operating profit/loss

The operating profit/loss amounted to KSEK 25,407 (22,890) for the interim period. The operating profit/loss includes a valuation adjustment of KSEK 28,130 (25,594). Operating expenses amounted to KSEK 2723 (2,704).

Financial performance, First half-year 2013

Operating profit/loss

The operating profit/loss amounted to KSEK 19,232 (31,275) for the interim period. The operating profit/loss includes a valuation adjustment of KSEK 24,202 (36,437). The operating profit was positively affected both by an increase in valuation of the private equity fund investments in local currencies and by the weakening of the Swedish krona during the second quarter of 2013. The currency effects are included in the valuation adjustments to private equity fund investments, which amounted to KSEK 4,883 (-6,127) in total for the interim period. Operating expenses amounted to KSEK 4,970 (5,162).

January 1–June 30, 2013

Valuation adjustments to private equity fund investments: KSEK 24,202, whereof currency effects on private equity fund investments amounted to KSEK 4,883.

Financial items

Financial items net totaled KSEK 161 (1,872) for the interim period. The net interest income amounted to KSEK 352 (1,872). Exchange rate profit/loss amounted to KSEK -191 (0).

Tax and net profit/loss

The Group's profit/loss after financial items for the interim period amounted to KSEK 19,393 (33,147). Income taxes amounted to KSEK 888 (-373). Net profit/loss after tax amounted to KSEK 20,281 (32,774). Earnings per share were SEK 1.36 (2.19).

Investments, financing and liquidity

Private Equity Fund Investments

During the interim period, net investments in private equity funds amounted KSEK 31,480 (43,056). As of June 30, 2013, private equity fund investments amounted to KSEK 536,956 (487,173). Private equity fund investments were adjusted with KSEK 24,202 (36,437) as a result of valuation adjustments to the fund portfolio.

June 30, 2013

Private equity fund investments per share: SEK 36.05

Financing

The Group is financed with shareholders' equity. Shareholders' equity amounted to KSEK 621,231 (609,310) at the end of the interim period, corresponding to SEK 41.71 (40.83) per share and an equity/asset ratio of 100 (100) percent. During the interim period 28 811 shares were repurchased, amounting to KSEK 913.

June 30, 2013 Equity per share: SEK 41.71

Net cash

At the end of the interim period, net cash amounted to KSEK 83,457 (122,624), which corresponds to SEK 5.60 (8.22) per share. During the period, cash and cash equivalents were invested in interest-bearing instruments or held on interest-bearing bank accounts, in accordance with the Company's policy.

June 30, 2013 Net cash per share: SEK 5.60

Significant risks and uncertainty factors

Significant risks and uncertainty factors are described in the Annual Report 2012. There has been no significant change in relation to risk and uncertainty factors since the publication of the Annual Report, except for the risks related to the macroeconomic environment described under "Future Prospects" below.

NAXS follows closely the development of the macroeconomic environment and its effects on the valuation of the fund investments.

Events after the end of the interim period

Intera I signed in July an agreement for the divestment of Delete, an environmental services provider acquired in 2010. The acquisition is expected to close during the third quarter of 2013.

Future prospects

The healthy number of liquidity events that took place in NAXS' portfolio during the first half of 2013 demonstrates the increasing maturity of the portfolio and one can reasonably expect that NAXS will continue to receive proceeds from recapitalizations, as well as partial and full exits over the coming quarters. Also, since a large proportion of the underlying funds in NAXS' current portfolio have reached the end of their investment periods, drawdowns for new investments will diminish, meaning that cash in-flows should exceed out-flows in the near term.

Parent company

The parent company has not had any sales during the interim period. The profit/loss after financial items amounted to KSEK -4,046 (1,417). Net interest income amounted to KSEK 1,086 (2,845). Exchange rate profit/loss amounted to KSEK -3,388 (170). Income tax amounted to KSEK 888 (-373). The net profit/loss amounted to KSEK -3,158 (1,044).

Organization

The Company's CEO is Lennart Svantesson. The Board of Directors consists of Björn C. Andersson (chairman), Robin Ahlström, Frans Boch and Ramanan Raghavendran.

The share

The NAXS share was initially listed on First North on May 14, 2007. Since June 8, 2010, the share is traded on the NASDAQ OMX Stockholm. The share trades under the designation "NAXS".

The number of outstanding shares in the Company at the beginning of the year was 14,923,662. During the interim period 28 811 shares were repurchased. The number of outstanding shares at the end of the interim period was 14,894,851.

At the end of the interim period, the NAXS share price was SEK 38.00 and the total shareholders' equity per share was SEK 41.71. The Company's market capitalization was MSEK 566 and the number of shareholders was 478.

Evolution of the share price during in 2013 (to June 30)

Accounting principles

The condensed consolidated financial statements have been established in accordance with the International Financial Reporting Standards (IFRS), as recognized by the EU. This report has been prepared in accordance with IAS 34 Interim Financial Reporting and the Swedish Annual Reporting legislation.

The accounting principles applied in this interim report are described in the Annual Report 2012. The Parent Company follows the Swedish Annual Reporting legislation and the Swedish Financial Reporting Board RFR 2 for legal entities, which provides that the IFRS principles shall apply.

Financial information Contact persons

Interim Report (9 months): October 22, 2013

Ticker codes

NAXS SS in Bloomberg NAXS.ST in Reuters

Lennart Svantesson, CEO +46 73 311 00 11 lennart.svantesson@naxs.se

Gösta Lundgren, CFO +46 70 710 47 88 gosta.lundgren@naxs.se

NAXS Nordic Access Buyout Fund AB discloses the information provided herein pursuant to the Swedish Securities Markets Act. The report was submitted for publication at 12.45 CET on July 15, 2013.

This report is an in-house translation of the original report in Swedish

Interim Report Jan–June 2013 Page 13 of 18

The undersigned declares that the half-year report provides a true and fair overview of the Parent Company's and the Group's operations, their financial position and performance, and describes material risks and uncertainties facing the Parent Company and other companies in the Group.

Stockholm, July 15, 2013

Björn C Andersson Chairman

Robin Ahlström Director

Frans Boch Director

Ramanan Raghavendran Director

Lennart Svantesson Chief Executive Officer

This interim report has not been subject to review by the Company's auditors.

This interim report and other information are available on www.naxs.se

NAXS Nordic Access Buyout Fund AB (publ) Corp. Reg. No. 556712-2972 Grev Turegatan 10 114 46 Stockholm, Sweden Tel: +46 8 611 33 25, E-mail: info@naxs.se

Consolidated Income Statement Amounts in SEK 000s

	2013	2012	2013	2012
	1/1-6/30	1/1-6/30	4/1-6/30	4/1-6/30
Change in value	24 202	36 437	28 130	25 594
Operating costs Note 1	-4 970	-5 162	-2 723	-2 704
Operating profit/loss	19 232	31 275	25 407	22 890
Net financial items	161	1 872	-59	819
Profit/loss after financial items	19 393	33 147	25 348	23 709
Income taxes	888	-373	-350	-169
Net profit/loss for the period	20 281	32 774	24 998	23 540
Earnings per share, SEK*	1,36	2,19	1,68	1,57
Average number of shares, 000s*	14 902	14 959	14 895	14 949
* Basic and diluted

Consolidated Statement of Comprehensive Income

Amounts in SEK 000s

Total comprehensive income for the period	20 281	32 774	24 998	23 540
Net profit/loss for the period	20 281	32 774	24 998	23 540
	1/1-6/30	1/1-6/30	4/1-6/30	4/1-6/30
	2013	2012	2013	2012

Consolidated Balance Sheet

Amounts in SEK 000s

	2013	2012
	6/30	12/31
Assets
Private equity fund investments	536 956	487 173
Deferred tax asset	1 121	233
Total non-current assets	538 077	487 406
Other receivables	527	150
Cash and cash equivalents	83 457	122 624
Total current assets	83 984	122 774
Total assets	622 061	610 180
Equity	621 231	609 310
Current liabilities	830	870
Total equity and liabilities	622 061	610 180

Consolidated Net cash Amounts in SEK 000s

	2013	2012
	6/30	12/31
Cash, bank and short-term investments	83 457	163 611
Total net cash	83 457	163 611

Consolidated Statement of Changes in Equity Amounts in SEK 000s

	2013	2012	2012
	1/1-6/30	1/1–12/31	1/1-6/30
Equity at the beginning or the period	609 310	562 156	562 156
Repurchase of own shares	-913	-1 779	-1 037
Dividend	-7 447	-5 979	-5 979
Total comprehensive income for the period	20 281	54 913	32 774
Shareholder's equity at the end of the period	621 231	609 310	587 914

Consolidated Statement of cash flows analysis Amounts in SEK 000s

2013	2012
1/1-6/30	1/1-6/30
Profit/loss after financial items 19 393	33 147
Adjustment for non-cash items, etc. -17 901	-35 010
Income tax paid -	-
Cash flow from operating activities before changes in 1 492 working capital	-1 863
Cash flow changes in working capital -417	-2 192
Cash flow from operating activities 1 075	-4 055
Acquisitions of private equity fund investments -31 480	-43 056
Cash flow from investing activities -31 480	-43 056
Repurchase of own shares -913	-1 037
Dividend -7 447	-5 979
Cash flow from financing activities -8 360	-7 016
Cash flow during the period -38 765	-54 127
Cash and cash equivalents, beginning of period * 122 624	202 028
Exchange-rate differences in cash and cash -402 equivalents	-
Cash and cash equivalents at the end of the 83 457 period	147 901

* Including short-term investments

Parent Company Income Statement Amounts in SEK 000s

	2013	2012	2013	2012
	1/1-6/30	1/1-6/30	4/1-6/30	4/1-6/30
Operating costs	-1 743	-1 597	-989	-773
Operating profit/loss	-1 743	-1 597	-989	-773
Net financial items	-2 303	3 014	2 575	1 415
Profit /loss after financial items	-4 046	1 417	1 586	641
Income taxes	888	-373	-350	-169
Net profit/loss for the period	-3 158	1 044	1 236	472

Parent Company Statement of Comprehensive Income Amounts in SEK 000s

	2013	2012	2013	2012
	1/1-6/30	1/1-6/30	4/1-6/30	4/1-6/30
Net profit/loss for the period	-3 158	1 044	1 236	472
Total comprehensive income for the period	-3 158	1 044	1 236	472

Parent Company Balance Sheet

Amounts in SEK 000s

	2013	2012
	6/30	12/31
Assets
Shares in subsidiaries	481 802	376 139
Receivables on group companies	23 564	96 182
Deferred tax asset	1 121	233
Total non-current assets	506 487	472 554
Other receivables	522	151
Cash and cash equivalents	73 086	118 782
Total current assets	73 608	118 933
Total assets	580 095	591 487
Equity	579 580	591 098
Current liabilities	515	389
Total equity and liabilities	580 095	591 487

Parent Company Statement of Changes in equity Amounts in SEK 000s

	2013	2012	2012
	1/1-6/30	1/1–12/31	1/1-6/30
Equity at the beginning of the period	591 098	566 770	566 770
Repurchase of own shares	-913	-1 779	-1 037
Dividend	-7 447	-5 979	-5 979
Total comprehensive income for the period	-3 158	32 087	1 044
Shareholder's equity at the end of the period	579 580	591 098	560 798

Note 1

Operating costs Amounts in SEK 000s

	2013	2012	2013	2012
	1/1-6/30	1/1-6/30	4/1-6/30	4/1-6/30
Fee to the investment advisor	-3 002	-2 963	-1 539	-1 512
Personnel expenses	-783	-806	-380	-401
Other operating costs	-1 185	-1 393	-804	-791
	-4 970	-5 162	-2 723	-2 704

No related party transaction occurred during the interim period, except for remunerations to the board members and the managing director.

Note 2

Financial assets and liabilities

NAXS' financial instruments consist of fund investments, cash and cash equivalents and accounts payable. Level 3 investments include the Company's publicly traded share of the fund holdings / securities of unlisted companies (in some cases, also listed companies). When observable prices are not available for these securities, the fund manager uses one or more valuation techniques (e.g. yield methods or income-based methods), or a combination of techniques, for which sufficient and reliable data are available. Within Level 3, the use of market approach generally consists of earnings multiples of comparable companies, while the use of income-based approach generally consists of the present value of estimated future cash flows, adjusted for liquidity, credit, market and / or other risk factors.

For NAXS, the book value of all financial assets and liabilities corresponds to fair value. All amounts are shown in the reported balance sheets.

Definitions

Cash & cash equivalents Cash, bank and short-term investments

Cash per share Cash & cash equivalents in relation to the number of shares

Commitment The maximum amount that a limited partner agrees to invest in a fund

Current commitments

Acquisition cost for private equity fund investments, plus remaining commitments to private equity funds

Equity per share Equity in the relation to the weighted number of shares

Net asset value The fair value of total assets, less net debt (corresponds to equity)

Net cash/Net debt

Cash and cash equivalents, short-term investments and interest-bearing current and long-term receivables, less interest-bearing current and long-term liabilities

Private equity fund investments Fair value of investments in private equity funds

Total assets

All assets and liabilities not included in net debt or net cash, which is the same as the balance sheet total, less asset items included in net debt or net cash and less non-interest-bearing liabilities

Total exposure to private equity fund investments

Private equity funds investments and remaining commitments to private equity funds