The Carlyle Group to Acquire RAC from Aviva

Birmingham – Global alternative asset manager The Carlyle Group (“Carlyle”) announced today that it has reached an agreement to acquire RAC Limited (“RAC” or the “Company”), the motoring services provider, from Aviva plc (“Aviva”). The transaction represents an enterprise value of £1bn. Completion, which is subject to regulatory and competition approvals, is expected at the end of the third quarter of 2011. Founded in 1897, RAC is one of the oldest roadside assistance companies in the world and the second largest UK roadside assistance provider with over 7 million members. The Company is headquartered in Birmingham, has approximately 4,000 employees, and provides motor-related services to both consumers and corporate clients. RAC’s vehicle and breakdown services are offered through a nationwide, branded patrol force, focusing primarily on vehicle repair and recovery. The Company also provides motor insurance broking services, legal and motor claims services. With Carlyle’s strategic involvement and access to additional capital for future investment, the RAC is set for long-term profitable growth in an expanding area of the motor services market. The RAC management team has a clearly articulated strategy, which is fully endorsed by Carlyle, to optimise the roadside recovery business, grow the insurance and financial services business, and diversify further into motor services and other personal finance-related products in the longer term. Commenting on the transaction, Angela Seymour-Jackson, CEO of RAC said, “We are very excited to be partnering with Carlyle, since their financial strength and experience in the motor services industry will be very valuable to us. This investment will enable us to enhance our current customer offering as well as diversify into new business areas. Carlyle has recognized that RAC is a high-quality business with significant growth potential. We have enjoyed an excellent partnership with Aviva, and are looking forward to our next phase of growth under new ownership.” Andrew Burgess, Managing Director of The Carlyle Group, said: “We are delighted to be acquiring RAC, a renowned brand synonymous with trust and reliability. We see great opportunity to enhance the roadside business with an emphasis on ensuring customer satisfaction at both the consumer and corporate levels. There is also strong longer term potential to grow the business by investing in new and innovative financial services offerings such as motor and household insurance. We look forward to leveraging our industry network and deep sector expertise to enable RAC to reach its full potential.” Equity for this transaction will come from Carlyle Europe Partners III (CEP III), a €5.4 billion buyout fund focused on investment opportunities in Europe. The fund has made seven investments in the past year – Sagemcom* (global communications technology business), Integrated Dental Holdings (dental services provider), a portfolio of Primondo Specialty Group’s retail businesses, B&B Hotel Group (hotel chain), Giannoni (manufacturer of stainless steel heat exchangers), NBTY (manufacturer of vitamins and nutritional supplements and parent company of Holland and Barratt), Commscope (infrastructure solution provider for communications networks). CEP III also made its most recent exit in June 2011 when Carlyle sold 63% of its stake in Moncler, the luxury fashion company. Carlyle’s experience in the automotive sector includes Hertz Corporation (the largest worldwide general use car rental brand), Applus (the leading global testing company for cars and the automotive industry) and Britax Childcare (leading manufacturer of premium branded children's car safety seats). Carlyle’s investments in the insurance sector include China Pacific Insurance Group and Grupo Qualicorp. Carlyle’s recent investments in the UK include Talaris (cash management technology business), IDH (dental services provider) and The Mill (award winning visual effects company). *Exclusive negotiations announced – transaction has not closed. Advisors Carlyle was advised by Lazard and Clifford Chance. JP Morgan Cazenove acted as financial advisors and Slaughter & May acted as legal advisors to Aviva. Contacts The Carlyle Group Rosanna Konarzewski +44 20 7894 1632 * * * * * About RAC Founded in 1897 RAC is headquartered in Birmingham and has approximately 4,000 dedicated staff operating from four bases throughout the UK and provides motor-related services to both consumers and corporate clients. RAC offers vehicle and breakdown services through a nationwide, branded patrol force, focusing primarily on vehicle repair and recovery. In 2010, RAC’s patrol force of approximately 1,800 patrols attended to 2.5 million rescue breakdowns. In addition, RAC provides motor insurance broking services. RAC also offers a suite of legal and motor claims services, which provide both consumers and corporate customers with legal cover and advice as well as a range of claims management services. Web: www.rac.co.uk About The Carlyle Group The Carlyle Group is a global alternative asset manager with $107.6 billion of assets under management committed to 84 funds as of March 31, 2011. Carlyle invests across three segments -- corporate private equity, real assets and global market strategies – in Africa, Asia, Australia, Europe, North America and South America focusing on aerospace & defense, consumer & retail, energy & power, financial services, healthcare, industrial, infrastructure, technology & business services, telecommunications & media and transportation. The Carlyle Group employs more than 1,000 people in 20 countries. Web: www.carlyle.com Video: www.youtube.com/OneCarlyle About Aviva Aviva is a global insurance company headquartered in London and is the world’s sixth largest* insurance group. Aviva provide more than 53 million customers with insurance, savings and investment products with total worldwide sales in 2010 of £47.1 billion**. Aviva’s primary activities are general and life insurance as well as long-term savings and fund management. They are the UK’s largest insurer with 19 million customers. Web: www.aviva.com * based on gross worldwide premiums at 31 December 2009. ** at 31 December 2010.