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Jones Day advises Bear Stearns Private Equity Ltd on $A115 million bid for Macquarie Private Capital Group

February 2008

Jones Day is advising Bear Stearns Private Equity Ltd (BSPEL) on its $A115 million all-cash offer (subject to adjustment) to acquire Macquarie Private Capital Group (MPCG). BSPEL is a London-quoted, Gurnsey-registered investment company that invests with the world's leading private equity fund managers through secondary purchases and direct investments in Europe, North America and Asia. MPCG is an Australian Securities Exchange-listed private equity group that invests in a broad range of unlisted companies and assets.

BSPEL and MPG announced that they had entered into a Scheme Implementation Agreement in respect of the transaction on February 18, 2008. The transaction will be effected by way of a Scheme of Arrangement between MPG and its securityholders. The Scheme is subject to, among other things, approval by the requisite majorities of MPG securityholders and court approval. MPG securityholders will be asked to vote on the Scheme at a meeting that is expected to be held in late April 2008.

The Jones Day team is led by Sydney partner Matthew Latham and associate Weyinmi Popo. The financial advisers to BSPEL on the transaction are Barwon Investment Partners.

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