Annual Report & Accounts

2022

INTRODUCTION

WHO WE ARE

Apax Global Alpha Limited (“AGA”,

“ApaxGlobal Alpha” or the “Company”)

is aclosed-ended investment company

that invests in a portfolio of Private

Equity Funds advised by Apax Partners

LLP (“Apax”). It also holds a portfolio

ofpredominantly debt investments

(“Derived Investments”) which are

identified as a direct result of the Private

Equity investment process, insights, and

expertise of Apax.

The Company has a Premium listing and

isaconstituent of the FTSE 250 Index

(LSE:APAX).

Adjusted NAV

€1.3bn

Invested Portfolio

Private Equity / Derived Investments

71% / 29%

OUR OBJECTIVE

Our objective is to provide shareholders

withsuperior long-term returns

throughcapital appreciation and

regulardividends.

AGA aims to build and maintain a global

portfolio of investments across four

core sectors – Tech & Digital, Services,

Healthcare, and Internet/Consumer,

delivering sustained value across

economic cycles.

Target annualised Total NAV Return

12–15%

Target Dividend Yield p.a.

of NAV

HOW WE ADD VALUE

Our investment approach provides

investors with access to a range of

Private Equity Funds advised by Apax.

Apaxfocuses on generating alpha

through business improvement,

leveraging their deep sector insights,

operational expertise and digital

know-how to add value toportfolio

companies.

In addition, the Derived Investments

portfolio provides flexible capital

management for the Company,

targeting superior risk-adjusted returns

and generating a steady flow of income

to support dividends.

Sectors covered

Investment advisor experience

years

SEE BUSINESS MODEL

See page 6

1. Adjusted NAV is an Alternative Performance Measure (“APM”). It represents NAV of €1,299.4m adjusted for theperformance fee reserve at year end. As the reserve was nil in the current

period, NAV and Adjusted NAV were the same. Furtherdetails can be seen on page 60.

Overview

Apax Global

Alpha Limited

Apax Global Alpha Limited aims to provide

shareholders with superior long-term returns

through capital appreciation and regular dividends

CONTENTS

Overview

Key Highlights 02

Strategic Report

Chairman’s Statement 04

AGA's Business Model

– How we add value 06

– About Apax and Q&A 08

Stakeholder engagement 10

Responsible Investing 12

Investment Manager’s Report

– Market review 16

– Performance review 18

– Portfolio overview 20

– Private Equity 21

– Derived Investments 28

Risk Management Framework 32

Governance Report

Chairman’s Introduction 36

Governance at a glance 37

AGA Board of Directors 38

Investment Manager Board 40

Investment Advisor’s AGA Investment

Committee 41

Corporate Governance Statement 42

– Key Activities of the Board 44

Directors’ Duties 46

Governance Framework 48

Audit Committee Report 49

Directors' Remuneration Report 51

Directors’ Report 52

Viability Statement 54

Statement of Directors’ Responsibilities 55

Financial Statements

Independent auditor’s report 56

Statement of financial position 60

Statement of profit or loss and other

comprehensive income 61

Statement of changes in equity 62

Statement of cash flows 63

Notes to the financial statements 64

Shareholder information

Administration 82

Investment policy 83

AIFMD 84

Quarterly returns since 1Q17 86

Portfolio allocations since 1Q17 88

Glossary 89

KEY HIGHLIGHTS

PRIVATE EQUITY

DERIVED INVESTMENTS

FY 2022 HIGHLIGHTS

FY 2022 Total NAV Return

(7.4)%

FY 2022 dividends

11.82P

Adjusted NAV

as at 31 December 2022

€1,299m

Adjusted NAV

per share as at 31 December 2022

€2.65 / £2.34

29%

AGA’s Invested Portfolio as at 31 December 2022

PORTFOLIO COMPANY OPERATING

PERFORMANCE WAS NOT ENOUGH TO

FULLY OFFSET WEAKER VALUATION

MULTIPLES, IN PARTICULAR, IN THE

APAX FUNDS’ LISTED HOLDINGS.

Tim Breedon CBE

Chairman

Apax Global Alpha Limited / Annual Report and Accounts 2022

Overview

1. Total NAV Return is an APM. It means the return on the movement in the Adjusted NAV per share over the period plus any dividends. Further details can be seen on page 60

2. Adjusted NAV is an APM. NAV and Adjusted NAV of €1,299.4m were the same at 31 December 2022 as performance fee reserve was nil at year end. Further details can be seen on page 60

3. Please refer to page 25 for further details on calculations

4. Excludes 5 positions in Derived Equity valued at €23.6m

PRIVATE EQUITY

Portfolio

79 companies

Invested across the four Apax sectors

10 new investments in 2022

Transformation

18.5%

LTM EBITDA growth³

21.5%

LTM revenue growth³

Exits

15% average uplift for 2022³

17% average Gross IRR³

3.1x average Gross MOIC³

DERIVED INVESTMENTS: DERIVED DEBT

Portfolio

24 debt investments

Invested across the four Apax sectors

99% floating rate instruments

97% first/second lien secured loans

Income

12.1%

Debt Investments yield to maturity

9.9%

Debt Investments income yield

Capital Management

€30.1m

Realised proceeds and income in 2022

€57.2m

Invested in 2022

29%

CHAIRMAN’S STATEMENT

Resilient portfolio

company performance

in challenging market

conditions

2022 saw a fundamental change in global

economic conditions. The conflict in Ukraine

compounded existing supply chain disruption,

and triggered a sharp upward movement

inenergy prices. In the face of escalating

inflationary pressures and tight labour markets,

central banks began to raise interest rates

aggressively, with the Federal Funds rate

rising from 0.0-0.25% to 4.25-4.5% during

the course of the year, bringing the era of

“cheap money” to an abrupt end. Increased

discount rates and lower projected levels of

economic growth contributed to a de-rating

of many previously favoured sectors in

equity markets, including Technology. The

lack of availability and higher cost of leverage

finance also dampened Private Equity

transaction activity.

RESULTS

Against this market backdrop, Total NAV

Return for AGA in 2022 was (7.4)% . In Private

Equity, Total NAV Return was (11.3)%, whilst

Derived Investments supported overall

performance with a Total Return of 1.9%. At

31 December 2022, the Company’s Adjusted

NAV was €1,299m and Adjusted NAV per

share was €2.65 (£2.34).

In Private Equity, portfolio companies

continued to deliver growth and operational

improvements in 2022, reflecting the

resilience of their business models. However,

this was not enough to fully offset negative

movements in valuation multiples. The main

driver was multiple contraction in the Apax

Funds’ listed holdings, which contributed

over three quarters of the overall downward

valuation movement.

The majority of these listed holdings are

from IPOs that took place in 2020 and 2021

and which, together with subsequent

secondary sales, have already returned

distributions totalling 3.4x initial costs to

AGA. Whilst the subsequent fall in the share

prices of these companies is disappointing,

they do demonstrate that the decision

tomonetise a large proportion of these

holdings at a time of sky-high public

marketvaluations was the correct one.

Opportunities still exist to create further

value in this part of the portfolio, as shown

bythe sale in January 2023 of the residual

holding in Duck Creek at a 57% premium

toits year-end market value.

AGA’s Derived Debt portfolio, which makes

up 94% ofDerived Investments, delivered

aTotal NAV Return of 2.7% in 2022. This

portfolio enhances the robustness of AGA’s

balance sheet and supports unfunded

commitments to the Apax Private Equity

Funds whilst also providing an additional

source of “alpha” for AGA and a steady

flowof income to support dividends.

Theportfolio is invested across Apax’s

coresectors and, over the last five years,

hasdeveloped a solid track-record of

performance, achieving a 31.2% cumulative

constant currency Total Return, versus 17.7%

for the S&P/LSTA Leveraged Loan Index.

PORTFOLIO UPDATE

At 31 December 2022, AGA was 95%

invested, split 71% in Private Equity and

29%in Derived Investments.

The Private Equity portfolio continues to

bediversified across the four core Apax

sectors: Tech & Digital (37%), Services (31%),

Healthcare (12%), and Internet/Consumer

(20%). Within these sectors, the focus

remains on sub-sectors which have a high

concentration of businesses with strong

economic motors such as software,

tech-enabled services, med-tech, route-

based businesses, residential services,

andonline marketplaces. This sector-led

approach provides a deep understanding

ofcompanies’ specific markets, creating a

flywheel effect where repeatable playbooks

can be used to help a range of similar

companies achieve business improvement

and transformative growth.

2022 saw seven full Private Equity exits,

resulting in distributions of €227.8m, to AGA.

These exits were achieved at an average

uplift of 15% to previously Unaffected

Valuations demonstrating that, despite

market conditions, buyers can still be found

for high-quality assets.

LIQUIDITY, COMMITMENTS,

AND FUNDING

Following earlier commitments, there were

several large capital calls during 2022, mainly

from Apax X. In addition to meeting these

calls, our balance sheet strength allowed us

to make commitments to three new Apax

funds: $700m to Apax XI, $60m to the Apax

Global Impact Fund, and $40m to AMI

Opportunities II. The Board takes a prudent

approach to liquidity and capital

management with rigorous scenario

modelling and stress testing being done

prior to agreeing any new commitments to

Apax Funds.

AGA has had a €250m revolving credit facility

with Credit Suisse AG, London Branch,

sinceNovember 2018 which featured an

evergreen term, with a rolling minimum

notice period of two years. In early 2023, the

Company received formal notice from the

lenders that the facility will revert to a

conventional fixed-term arrangement with

an expiry date of 10 January 2025. The Board

and the Investment Manager remain

confident that the Company’s approach to

balance sheet management provides

comfort over existing and future planned

commitments.

Apax Global Alpha Limited / Annual Report and Accounts 2022

Strategic Report

DIVIDEND

AGA’s policy is to pay dividends representing

5% of NAV each year to its shareholders.

Dividend payments are supported by

income (net of expenses) from Derived

Investments and a steady flow of realisations

from the Private Equity portfolio. In line with

the Company’s policy, the Board has

determined a final dividend of 5.82 pence per

share, bringing the full year dividend to 11.82

pence per share. The final dividend is

expected to be paid on 3 April 2023 to

shareholders on the register of members

on10 March 2023. The shares will trade

ex-dividend on 9 March 2023.

RESPONSIBLE INVESTING PROGRESS

In 2022, both AGA and Apax continued

toprogress their sustainability initiatives.

Thisis done not only with a view to meeting

enhanced reporting requirements, but also

to generate value through the management

of risk and the identification of return-

enhancing opportunities. A major focus for

Apax in the year was to further deepen its

ESG involvement with portfolio companies

around carbon measurement. Further

details can be found on pages 12 to 15 of

thisreport.

GOVERNANCE

During 2022, the Board commissioned an

independent investor perception study in

order to improve our understanding of

current shareholder views. The results were

discussed at our October Strategy Day. The

Board was content that the current strategy

and investment policy remain fit-for-purpose

and initiatives were agreed to address a

number of the findings in the report.

OUTLOOK

The Apax Funds have continued to identify

attractive investment opportunities,

generate outperformance through business

improvement, and agree exits at attractive

prices. Whilst no investment strategy

canbetotally immune to the current

macroeconomic headwinds, we believe that

the Apax Funds have the right investment

approach for the current market conditions.

TIM BREEDON CBE

Chairman

1 March 2023

AGA’S BUSINESS MODEL

How we add value

Our objective is to provide shareholders with

superior long-term returns through capital

appreciation and regular dividends.

APAX TRACK RECORD

ANDEXPERIENCE

50 years of investment experience

Over $60bn aggregate funds raised since inception

Deep sector insights having focused on four core

sectors for over 30 years – Tech & Digital, Services,

Healthcare and Internet/Consumer

170 investment professionals across seven offices

worldwide

Dedicated Operational Excellence Practice who

bringfunctional expertise and a focus on digital

transformation to the fore

INVESTMENT APPROACH FOCUSED

ON BUSINESS IMPROVEMENT

Focus on opportunities in four key sectors where

Apaxhas deep experience and vast networks

Investing in good-quality companies in target

sub-sectors

Support companies in driving operational

improvements

Business improvement rewarded at exit with

premiumvaluations

Strong track record of responsible investing and

focuson delivering sustainable returns

INVESTMENT APPROACH FOCUSED ON

BUSINESS IMPROVEMENT

Apax Global Alpha Limited / Annual Report and Accounts 2022

Strategic Report

CAPITAL FLEXIBILITY

Capital not invested in Private Equity is invested

predominantly into debt instruments in the Derived

Investments portfolio

This portfolio enhances the robustness of the

balance sheet and supports AGA’s unfunded

commitments to the Apax Private Equity Funds

Creates a steady flow of income to support

dividends and additional ‘alpha’ for AGA

VALUE CREATION

Targets Total Returns between 12–15% p.a. across

economic cycles

Dividend policy set at 5% of NAV p.a.

UNDERPINNED BY ACTIVE

BALANCE SHEET MANAGEMENT

CAPITAL APPRECIATION AND

REGULAR DIVIDENDS

PRIVATE EQUITY

€871m

Private Equity

Adjusted NAV as at

31 December 2022

DERIVED INVESTMENTS

€364m

Derived Investments

Adjusted NAV as at

31 December 2022

DIVIDENDS PAID SINCE IPO

€378m

Dividends paid to

shareholders since IPO

Apax is a sector-focused, global investment

advisor focusing on alpha-generation

through business improvement.

Sector focus

Founded 50 years ago, Apax focuses on

opportunities in four key sectors – Tech &

Digital, Services, Healthcare, and Internet/

Consumer – helping to build future market

leaders through operational expertise and

digital acceleration.

Global reach

The firm has raised and advised funds with

aggregate commitments of more than

$60bn, and operates out of seven offices

globally: London, New York, Tel Aviv, Mumbai,

Shanghai, Hong Kong and Munich.

Synergistic strategies

Over time, Apax has expanded and

developed synergistic strategies that

enhance the capabilities of the firm as a

whole. Alongside the firm’s flagship Apax

Global Buyout, these include Apax Digital

Growth, Apax Global Impact, Apax Mid-

Market Israel, and Apax Credit, which are all

fully integrated within the global Apax

platform. Each strategy follows a unique

path but shares core principles. They all

focus on target areas of expertise; they

benefit from the power of the global

platform, and where relevant, leverage the

Operational Excellence Practice’s deep

operating capabilities to improve outcomes

and enhance growth across the portfolio.

‘Mining the Hidden Gems’

Apax’s success in private equity is driven by

its distinctive investment strategy – ‘Mining

the Hidden Gems’ – which is centred on

unlocking value in businesses operating in

‘coveted categories’. Apax generally seeks to

identify high-quality sub-sectors within the

economy where its investment teams have

significant experience and expertise, and

where successful businesses often trade for

very high multiples. Rather than targeting

these readily identifiable businesses, Apax

seeks to identify ‘un-polished’ assets or

‘hidden gems’ where they can visualise

potential, allowing the Apax Funds generally

to purchase at reduced entry valuations.

Following acquisition, Apax focuses on ‘value

mining’ to improve these businesses,

combining sub-sector know-how and best

About Apax

BUSINESS MODEL CONTINUED

OUR INVESTMENT ADVISOR – APAX

We celebrated our 50th anniversary

in October 2022. This milestone

isan important reminder that

longevity in the private equity

business is predicated on strong

values and governance.

Mitch Truwit

Co-CEO of Apax

practice with operational and digital

expertise, including through input from the

Operational Excellence Practice. Finally,

Apax Funds seek to reap the rewards of the

strategy by generally selling improved, or

more ‘polished’, businesses which are

intrinsically more valuable than they were at

the time of acquisition.

Operational excellence

This approach is underpinned by Apax’s

Operational Excellence Practice, a team of

28 operating specialists with deep

operational, tech and digital experience who

work alongside Apax’s team of 170

investment professionals to drive

transformational change within the portfolio

companies of Apax Funds.

Apax Global Alpha Limited / Annual Report and Accounts 2022

Strategic Report

We made an important

choice around a decade

ago, to be led by returns

rather than AUM.

Andrew Sillitoe

Co-CEO of Apax

Q&A with Apax’s Co-

CEOs Andrew Sillitoe

and Mitch Truwit

Reflecting on Apax’s 50-years,

whatare your take-aways?

This milestone highlights that

longevity in private equity is predicated

on strong values and governance, and

continued investment in the team. It takes

focus and discipline to ‘stick to your knitting’

and to avoid the temptation of step function

increases in fund size, accelerated

investment pace, and product proliferation

for scale’s sake.

By employing our sub-sector playbooks

methodically, dedicating teams to each

strategy and expanding only into adjacencies

that leverage our core private equity

capabilities, we seek to deliver both

exceptional investment returns and to

build strong, enduring companies,

including our own firm.

What is your perspective on current

market conditions?

It is difficult to overstate the change in

the investment environment. We have

moved rapidly from an era of low inflation

and negative real interest rates to one of

high inflation and positive rates. Inputs, like

labour and energy, are no longer cheap and

plentiful. Supply chains are disrupted, and

globalisation is giving way to regionalisation.

During the ‘super cycle’ of cheap money, the

easiest way to earn returns was to buy the

most highly rated companies and sectors

and watch them become ever more highly

rated. No longer is this the case.

How does Apax think about

investing in the current

environment?

We believe our strategy is well suited to

the current environment. We focus on

diversification across ‘coveted categories’ in

our four sectors where we have deep

insights and expertise. Within this, the type

of businesses we look for have similar

characteristics in terms of strong economic

motors and the ability to generate ‘alpha’

through transformation.

Can you provide examples of what

you look for in new investments?

Investing in this environment requires

deeper asset insight and increased

margins of safety. We are focused on three

imperatives when assessing new

opportunities. Firstly, the business should be

able to pass on input cost inflation in a

timelymanner. Secondly, we need to

gainconfidence in an acceptable level of

resilience to weakening demand. And finally,

the business needs to have sufficient

inherent agility to change costs and

operational inputs to respond to changing

demand and supply conditions.

What does that mean for deal

activity?

We took a more cautious approach

towards investments than many

during 2022.

The bar has been kept high, but we are

building an exciting pipeline and are happy

that new funds have been raised for the

different strategies which can now be

deployed. In terms of exit activity, demand

remains strong for the Apax Funds’ assets,

with recent exits being achieved at

significant uplifts.

What gives you comfort about

where Apax is today?

A decade ago we made an important

choice to be led by returns rather than

Assets Under Management (“AUM”). This

has led to a disciplined growth in fund sizes

and a prudent pacing of investments, and to

a narrow set of product extensions that are

synergistic and support the mission of

generating strong returns.

The Apax investment approach is rooted

in adesire to seek assets in categories of

significant prior investment experience that

are under-optimised, and to unlock their full

potential through business transformation.

We believe our approach is capable of

generating traditional private equity returns

throughout different economic cycles.

And finally, our organisation is built around

a large, experienced team: all our equity

partners have invested through the cycle,

including during the global financial crisis.

What is your outlook for Apax

in 2023?

We’re pleased with the performance

of the portfolio to date, but remain

vigilant to any signs of weakness. The

ApaxFunds portfolio companies have

generally been bought atdiscounts vs peers

and have many levers to make improvement

to offset market multiple declines. Whilst our

investment appetite remains cautious, we

have new funds in each strategy and believe

we are well positioned.

Stakeholder engagement

Investors

WHY THEY ARE IMPORTANT

Shareholder support and engagement

arecritical to the continued success of

the business and the achievement of

our objectives. We believe shareholders

value the strong financial performance

ofthe Company, prudent balance sheet

HOW THE BOARD ENGAGES

The Board is committed to a culture

ofopenness and regular dialogue with

shareholders, and it seeks to take into

account the needs and priorities of

shareholders during all discussions

anddecision-making.

Throughout the year, the Board ensures

that Directors are available for effective

engagement, whether at the AGM, Capital

Markets Day, or other investor relations

events. The Chairman holds one-to-one

The Board is committed to promoting the long-term

success of the Company whilst conducting business

in a fair, ethical and transparent manner.

The Board recognises the intention of the AIC Code that matters set out in Section 172 of the

Companies Act, 2006 should be considered and reported on. This requires Directors to act in

good faith and in a way that is the most likely to promote the success of the Company. In doing so,

Directors must take into consideration the interests of AGA’s stakeholders, the impact AGA has

on the community and the environment, and take a long-term view on consequences of the

decisions they make, as well as aiming to maintain a reputation for high standards of business

conduct and fair treatment.

AGM

The AGM presents investors with the

opportunity to ask Board members

questions, and to cast their votes.

The 2022 AGM was conducted both

inperson and via a dial-in format to

encourage attendance. The same

formatwill be adopted in 2023.

KEY ACTIVITIES DURING THE YEAR

PUBLICATIONS

The Company reports formally to

shareholders four times a year, with

updates on transactions and significant

events presented on an ongoing basis.

Shareholders may obtain up-to-date

information on the Company through its

website at www.apaxglobalalpha.com

EVENTS

Apax maintains a comprehensive

investor engagement programme with

investors and equity analysts. This

includes presentations, roadshows,

attendance at conferences, and other

events. The Board always welcomes

feedback at these meetings.

management, and commitment to the

highest standards of corporate governance.

A resolution to continue the life of AGA

is put to shareholders every three years.

Having been approved by shareholders at

itsAnnual General Meeting (“AGM”) in 2021,

asimilar resolution will be put to

shareholders at the AGM in 2024.

Contact details for shareholder

queriescan be found on page 82

andon the Company’s website at:

www.apaxglobalalpha.com/contact-us

meetings with shareholders on an ad-hoc

basis and as part of an annual corporate

governance roadshow. The Senior

Independent Director, Susie Farnon, is

available for investor meetings on request.

As part of the ongoing engagement, AGA

hasretained Apax to provide comprehensive

investor relations services. In addition, the

Company’s corporate broker, Jefferies

International Limited, further supports

shareholder engagement. The Board

receivesregular reports and updates from

the Apax investor relations team and the

corporate broker.

Shareholder views and feedback are

regularly sought and communicated

to the Board to help develop a balanced

understanding of their issues and

concerns. During 2022, a detailed investor

perception study was conducted by an

independent third party. Feedback from

this was considered at the Board Strategy

Day and is discussed further on page 47.

STAKEHOLDER ENGAGEMENT

Apax Global Alpha Limited / Annual Report and Accounts 2022

Strategic Report

HOW THE BOARD ENGAGES

The Board relies upon its Responsible

Investment policy and the practices of the

Investment Manager and Apax. The Board

receives updates on Apax’s ESG activities.

Apax integrates ESG considerations

throughout the investment process and

works closely with portfolio companies on

ESG matters. There has been a substantial

focus on measuring the impact on society

and delivering sustainable financial returns

while encouraging sustainable business

HOW THE BOARD ENGAGES

The Board maintains an ongoing

dialogue with its service providers and

receives regular updates from them,

both formally at Board and Audit

Committee meetings and informally

outside the Board and Audit Committee

meeting schedule.

All service providers are subject to an

annual evaluation process by the Board.

Service

providers

Community & environment

WHY THEY ARE IMPORTANT

In addition to supporting the Company

to deliver on our objectives, effective

relationships with service providers

help the Company achieve its

investment objectives and to operate in

an efficient and compliant manner.

WHY THEY ARE IMPORTANT

The Board believes that investing

responsibly is important in protecting and

creating long-term value. The Board

recognises that the incorporation of

material ESG considerations can help

inform the assessment of overall risk and

opportunities.

GOOD GOVERNANCE LEADS TO BETTER DECISION-

MAKING AND THE ABILITY TO IDENTIFY AND

ADDRESS POTENTIAL RISKS, ULTIMATELY LEADING

TO BETTER OUTCOMES. IT ALSO PROMOTES

TRANSPARENCY AND ACCOUNTABILITY.

KEY ACTIVITIES DURING THE YEAR

Details of the responsibilities of the

Investment Manager, Investment

Advisor, Link Asset Services (Registrar),

and Aztec Financial Services (Guernsey)

Ltd (Company Secretary) can be found

on page 82.

Other service providers include our

corporate broker, lenders, auditors,

counsel, and other advisors.

KEY ACTIVITIES DURING THE YEAR

The Board was pleased to announce a

$60m commitment in March 2022 to the

Apax Global Impact Fund. This Fund will

build on Apax’s strong ESG credentials

and closely align with their sector-driven

strategy, seeking out opportunities to

support companies which deliver positive

tangible societal and/or environmental

impact whilst targeting private equity-

style returns.

The Investment Manager hosted the

2022 Board Strategy Day for the

Chairman and Non-Executive Directors.

ESG was a key item on the agenda with a

series of in-depth presentations and

subsequent discussions covering

guidance on evolving reporting

requirements and best practice, as well

as in-depth insights into the ESG

activities across Apax and within the

underlying portfolio companies.

practices. The Operational Excellence

Practice helps deal teams identify key ESG

risks and value creation opportunities

whilst also delivering ESG-related value

creation or risk mitigation directly to

portfolio companies.

AGA’s approach to ESG for Derived

Investments primarily focuses on due

diligence carried out before investment

and in the context of Apax’s broader

approach to ESG.

AGA does not itself invest directly in

Private Equity portfolio companies.

However, theBoard recognises the

importance of portfolio companies

themselves having proper policies and

procedures in place regarding their

employees, suppliers, customers and

other stakeholders.

$60m

Commitment in March 2022

to the Apax Global Impact Fund

RESPONSIBLE INVESTING

Committed to creating

long-term value and delivering

sustainable returns

The Board believes that

responsible investment is

important in protecting and

creating long-term value. The

Board relies upon its Responsible

Investment policy and the

expertise and practices of Apax

to ensure it delivers returns

ethically and responsibly.

ESG considerations have been a core part

of the investment process for Apax and

theApax Funds’ portfolio companies for

over a decade. The focus of Apax’s ESG

programme has been on transparency and

on improving and enhancing the measuring

of outcomes. Apax collects, and reports on,

over 130 ESG-related metrics from the Apax

Funds’ portfolio companies.

Apax actively participates in industry-leading

platforms and the firm’s approach has been

recognised by the Principles for Responsible

Investment (“PRI”). Apax is a member of the

BVCA Responsible Investment Advisory

Group, the Thirty Percent Coalition and the

Sustainable Markets Initiative Private Equity

Taskforce, as well as a signatory to ILPA

Diversity in Action Group, and the initiative

Climat International.

RESPONSIBLE INVESTMENT HIGHLIGHTS 2022

In 2022, both AGA and Apax continued to

progress their sustainability initiatives.

Apax actively engaged with portfolio

companies in its most recent funds, AIX

and AX, on carbon emission

measurement. The goal of this

engagement is to support companies in

the process of calculating their carbon

emissions across Scopes 1, 2 and 3,

measured according to the Greenhouse

Gas (“GHG”) Protocol. At year end 2022,

more than 60% of all majority-owned

portfolio companies in both funds had

completed this measurement, with the

remaining companies on track to be

completed before mid-year 2023.

Through this Apax driven programme,

portfolio companies obtain an in-depth

understanding of their most material

sources of carbon emissions, which in turn

is used to inform the strategies which

portfolio companies will have to put in

place to reduce their carbon footprint and

contribute to climate action initiatives. It

also establishes a process that enables

portfolio companies to continue

measuring their emissions in future years

and prepares them for the increased

reporting requirements from regulators,

customers and other stakeholders such

as debt providers.

As the EU regulatory framework

Sustainable Finance Disclosure Regulation

(“SFDR”) came into force, Apax worked

closely with external counsel in 2022 to

ensure that it is meeting the necessary

regulatory requirements for its existing

funds. Influenced by the ambition to

maintain its leadership role in advancing

sustainability within private markets, Apax

decided that its latest buyout Fund, Apax

XI, will align with Article 8 and will promote

a number of specific sustainability

objectives.

Apax has also been continuing to refine its

industry-leading ESG data platform. The

platform contains Apax’s full 130+ ESG

indicator set and Apax has been further

developing the capabilities of the

platform, ensuring it provides up-to-date

and relevant data to enable investors in its

Funds to access information for their own

analytical and reporting requirements.

Apax has participated in a number of

collaborative initiatives throughout the

course of the year. Most notably, the

rapidly growing membership base of the

initiative Climat International was hosted

by the firm for their annual drinks

reception in September. Apax has also

been involved in the Sustainable Markets

Initiative Private Equity Taskforce, as part

of which Apax co-CEO Andrew Sillitoe

participates in quarterly sessions on core

topics regarding ESG in private equity.

AGA’S ESG POLICY

Visit: https://www.apaxglobalalpha.

com/media/2371/aga-esg-

policy-2022.pdf

AGA’S MODERN SLAVERY AND

HUMAN TRAFFICKING STATEMENT

Visit: https://www.apaxglobalalpha.

com/site-tools/modern-slavery-

statement/

Apax Global Alpha Limited / Annual Report and Accounts 2022

DUE DILIGENCE ACTIVE OWNERSHIP EXIT

Strategic Report

ESG INTEGRATION THROUGHOUT

THE INVESTMENT PROCESS

The approach to ESG differs across

the Private Equity and the Derived

Investments portfolios.

In Private Equity, ESG is embedded

throughout the Apax Funds’ investment

process, from pre-investment due diligence,

during ownership and through to exit.

Supported by Apax’s ESG team and

Operational Excellence Practice (“OEP”),

investment teams are responsible for

identifying and monitoring portfolio

companies’ ESG footprint, for driving

value and for mitigating risk relevant to

particular material ESG matters.

AGA’s Derived Investments portfolio

consists of investments where AGA

is a minority investor in the underlying

companies. Therefore, there is less scope to

influence ESG matters post-investment

than in the Private Equity portfolio, and the

approach to ESG for Derived Investments

primarily focuses on due diligence carried

out before an investment is made.

ENVIRONMENT

Electricity and fuel

consumption

Renewable energy

Business travel

Carbon emissions

Paper and recycled

paper usage

Waste management

Water usage and

reduction

SOCIAL

Workforce

composition

Employee satisfaction

Employee

development

Inclusion and diversity

Workplace

harassment

Employee

engagement

Health and safety

Community

contributions

GOVERNANCE

Board composition

Corporate

governance

Risk management

Compliance

Anti-corruption

practices

Whistleblowing

Information risk

management

MEASURING AND MONITORING

The Apax ESG indicators show how the Apax Funds’

portfolio companies address the UN’s SDGs

Select example KPIs from Apax’s comprehensive monitoring programme

are set out below:

— ESG due diligence carried out for each

new private equity investment made by

the Apax Funds.

— Apax’s Sustainability Committee

reviews the findings of the ESG due

diligence process, and these are

incorporated into the final Investment

Committee documentation prior to

each new commitment.

— The objective is to create a high degree

of awareness upfront with regard to

potential ESG issues and opportunities

which can contribute to value creation

at a very early stage.

— Apax’s ESG team works with the

investment teams to monitor the

integration of ESG management within

the Funds’ portfolio companies.

— Apax collects over 130 ESG KPIs from the

Funds’ majority owned portfolio

companies annually, thereby instilling a

discipline across the Funds’ portfolio to

measure and monitor non-financial

indicators relevant to their businesses.

These are reported in Apax’s publicly

available Sustainability Report.

— The key goal of the data collection is to

develop a better understanding of the

materiality of certain ESG KPIs to the

overall operations of a portfolio company

and to support ESG improvements.

— Throughout the Apax Funds’

ownership, Apax is able to capture the

ESG footprint of the Funds’ portfolio

companies and establish areas where

the Apax investment teams, together

with the OEP, can drive improvements

and create value ahead of exit.

ESG IS EMBEDDED

THROUGHOUT

THE APAX FUNDS’

INVESTMENT PROCESS.

RESPONSIBLE INVESTING CONTINUED

Spotlight on

sustainability

Toi Toi & Dixi

Tackling sustainability

through innovation

in route-based

business models.

Sub-sector:

Route-based businesses

Year of investment: 2019

Fund: Apax IX

Status: Current

APAX’S SUSTAINABILITY REPORT

Visit: https://www.apax.com/create/

responsibility/sustainability/

APAX’s MODERN SLAVERY

STATEMENT

Visit: https://www.apax.com/uk-

slavery-act/

SERVICES

CASE STUDY

Apax has focused on

embedding strong ESG

practices within the

firmand the Apax

Funds’portfolio

companies for well

overadecade.

Seth Brody

Partner and Global Head of Apax’s

Operational Excellence Practice

OUTLOOK AND FOCUS AREAS 2023

Responsible Investing continues to

be an area of focus for the Board and

theInvestment Manager. Apax remains

engaged in progressing important

initiatives, particularly around climate,

anddiversity and inclusion.

OUTLOOK FOR 2023

Looking to the year ahead, Apax will

continue engaging with Fund portfolio

companies to ensure that the remaining

companies in AIX and AX undergo carbon

emission measurement, and that this also

takes place for companies which will enter

the portfolio in the future. To further

support this process, Apax has a selection

of carbon offset providers which portfolio

companies can utilise as part of their

decarbonisation strategies.

One of the main focuses for the year

willbe on new regulatory requirements.

2023 is set to be a transitioning year,

where much of the alternative assets

community, including Apax, will have to

report under EU SFDR for the first time.

This will be a key focus as Apax strives to

ensure that it meets its own requirements

and importantly can also provide limited

partners in the Funds with the data

theyneed for their own reporting. In

anticipation of the increasing data needs

of stakeholders, the team at Apax has

carefully reviewed its comprehensive ESG

data platform to ensure that it is optimised

for upcoming regulations.

In part driven by the Corporate

Sustainability Reporting Directive

(‘‘CSRD’’) regulation, the Apax portfolio

isalso facing increasing ESG-related

regulations. Apax will be engaging with the

companies which have already set targets,

whilst also supporting those which

arebeginning to define their own

sustainability strategies. This includes

facilitating best practice sharing, which

willenable those which have already

developed a sustainability strategy to

share their advice and experience on

building out their own sustainability

processes. Apax is anticipating a busy

yearahead and is confident that it is in a

position to support the portfolio so that

companies can be well-prepared to meet

these evolving requirements.

Apax Global Alpha Limited / Annual Report and Accounts 2022

Strategic Report

OVERVIEW

In 2019, the Apax Funds acquired Toi Toi &

Dixi (or “Toi Toi”, previously the ADCO

Group), the European leader in route-based

sanitation services for portable toilets and

sanitary equipment. The company covers

the entire value chain from production,

rental, cleaning, and waste-disposal,

servicing everything from public events

and construction sites to parks and

swimming venues.

THE BENEFIT OF A REPEATABLE

PLAYBOOK

The Apax Funds have a long and successful

track record of partnering with route-based

businesses. Through repeat investments in

the same sub-sector, the Services team has

developed a ‘playbook’ of value creation

initiatives to enhance the profitability of

these businesses.

Toi Toi is an example of a route-based

business. These business models are

predicated on physically visiting one

customer after another to deliver a product

or service, typically via vans driving

a route from a warehouse or depot. While

the costs of each route are mostly fixed,

revenue, and therefore profit, per route

canbe maximised through increasing the

number of customers visited as well as

cross-sell and up-sell, and pricing initiatives.

TACKLING THE SUSTAINABILITY

CHALLENGE

The majority of Toi Toi’s CO

emissions, like

many density-driven businesses, come from

its extensive vehicle service fleet. In fact,

with approximately 77 million kilometres

covered per year the company’s service fleet

accounts for 37.4% of its CO

footprint.

Thecompany is committed to progressively

minimising these emissions and, for more

than 20 years, it has been working on route

optimisation for its service vehicle journeys,

which has significantly helped reduce the

average distance between stops.

Toi Toi is also currently reviewing the

electrification of its entire fleet. However, it

has very specific needs for electric vehicles,

and can’t use a ready plug and play solution.

Therefore, Toi Toi is developing its own

prototype within its fleet development

department. This approach is indicative

ofthe company’s innovative approach to

tackling sustainability challenges head-on,

often using in-house resources to find

solutions to industry-wide and company-

specific issues more quickly. Through

itsR&D work, Toi Toi has implemented

innovative solutions across the spectrum

from water disposal to tackling carbon

emissions, and it secured ten patents in

2021 alone.

Apax Global Alpha Limited / Annual Report and Accounts 2022

INVESTMENT MANAGER’S REPORT

Market review

OVERVIEW AND

OUTLOOK

Global growth slowed sharply through 2022,

reflecting significant factors, including a

diminished post-Covid-19 reopening boost,

fiscal and monetary tightening, the cost-of-

living crisis, and the Russia-Ukraine war. With

inflation forecast to remain elevated in the near

term and the ongoing uncertainty around the

geopolitical environment, we expect market

volatility to continue into 2023.

The economic outlook is still highly uncertain,

with a high chance of outcomes differing by

geography. The consensus is for developed

markets to fall into a mild recession or very low

growth in 2023, but some economists are

more pessimistic about the outlook. Energy

market dynamics are expected to be just as

challenging for Europe in 2023 as they were in

2022. Energy prices combined with higher

interest rates pose a risk to industrial

production and consumer disposable income.

Whilst the US is more insulated from the energy

crisis, growth is expected to slow as inflation

and higher interest rates weigh on demand for

goods and services. Asia should benefit from

China reopening post the zero-Covid policy

and India continues with robust growth.

Forecasts for GDP have softened, and

developed markets are expected to grow by

0.5% in 2023 and 1.6% in 2024.

WHAT THIS MEANS

AGA’s portfolio is diversified by sector,

investment style, and vintage. The Apax Funds’

strategy of buying and transforming

companies in sub-sectors with strong

economic motors is well-suited to the current

environment as it is less reliant on cyclical

growth, high leverage and financial engineering.

The Apax Funds’ demonstrated ability to buy

companies at a discount to comparable

companies and close the gap on exit by

transforming businesses provides a margin of

safety if valuations continue to fall significantly,

although activity is likely to remain more

subdued compared with recent years.

INTEREST RATES

Rate increases were a regular feature in 2022

as central banks tried to cool down inflation.

The Fed increased interest rates seven times

in 2022, including four consecutive 0.75%

increases. The last time the Fed hiked rates

by 0.75% was in 1994. The European Central

Bank (‘‘ECB’’) raised interest rates four times,

the first increases it had made since 2011.

We expect central banks to maintain their

restrictive policy stance until there is

sufficient evidence that core inflation is on a

sustained downward path to 2%. As at

January 2023 the Fed Funds Rate was 4.5%

to 4.75%, with policymakers projecting

interest rates peaking between 5% and 6%.

The ECB’s deposit facility rate now stands at

2.5% with two more increases expected in

the first half of 2023. Rate cuts by the Fed or

ECB are not expected until 2024, and market

expectations of rate cuts could prove to be

premature meaning higher rates for longer.

WHAT THIS MEANS

Higher interest rates will increase the cost of

debt within the Apax Funds portfolio

companies, however, much of the portfolio

debt is either rate hedged or is fixed rate,

limiting the impact of interest rate rises in the

short term. Apax is closely monitoring the

capital structures in the portfolio to minimise

the impact, and portfolio companies are

taking early action where necessary. At the

portfolio level, the capital structures of the

Apax Funds are well-positioned with

long-dated maturities and reasonably low

leverage when compared to the industry

average.

Although AGA’s revolving credit facility is

floating rate, exposing it to interest rate

increases, the potential impact is limited as it

is not used for structural leverage and was

undrawn at year end.

CREDIT MARKETS

Inflation led to a rise in short and long-term

government bond yields in 2022.

These interest rate movements impacted

both high yield and loan markets: high yield

instruments (which are mostly fixed rate)

traded off first, and spreads for loans (which

are mostly floating rate) widened materially.

Loan markets are currently pricing in a likely

increase in the default rate. In addition, loan

markets have arguably dislocated with

liquidity (measured in loan outflows)

reducingin H2 2022, placing further

pressureon loan prices.

Whilst spreads have slightly tightened in Q4

2022, we expect market volatility to continue

into 2023.

WHAT THIS MEANS

The majority of positions within AGA’s

Derived Debt portfolio are floating rate, and

thus the income generated by the portfolio

benefits from rising rates. Furthermore, the

portfolio primarily consists of lower-risk first

and second lien loans, providing a margin of

safety to potential issuers’ declining credit

quality. The recent spread widening provides

attractive entry points for new Derived Debt

transactions.

The Private Equity portfolio is relatively lowly

levered and has long-dated maturities

meaning it is more insulated from short-term

movements in credit markets.

EQUITY MARKETS

Unsurprisingly, 2022 saw significant volatility

across equity markets. The S&P 500 declined

by 19.4% over the course of 2022 – its worst

year since 2008 when the index dropped by

38.5%. The Europe STOXX 600 fell by 12.9%,

while the FTSE 100 was more resilient,

recording a modest gain of 0.9%.

A combination of global factors led to a

broad-based sell-off in equity markets which

persisted throughout the year and has left

some stocks with solid earnings potential

trading at low valuations, albeit many

valuations are still elevated by long-term

historical standards.

WHAT THIS MEANS

Weaker share prices have had an impact on

AGA’s listed holdings, which are primarily the

residual look-through holdings in previously

IPO’d Private Equity portfolio companies

which represented 10% of Adjusted NAV at

31 December 2022. Listed investments are

valued at the closing share price at period

end. Current market conditions therefore

introduce more volatility into the Net Asset

Value of the portfolio.

Apax will seek to maximise the value of the

Apax Funds’ public company positions,

potentially by looking at strategic options. As

an example, the sale of Duck Creek in which

the Apax Funds held a c.20% stake, was

announced in January 2023 at a c.57%

premium to the unaffected share price at

30 December 2022.

Lower public market valuations also provide

an opportunity for potential public to private

deals which we expect to be a theme in 2023.

Strategic Report

INFLATION

Inflation reached a 40-year high in 2022 and

has proven more persistent than was initially

expected. Consumer confidence is weak, but

labour markets remain tight, putting upward

pressure on wage growth.

Inflationary pressures have also widened;

prices for many goods and services

increased sharply alongside food and energy

prices. The US Core PCE Index, which

measures inflation excluding food and

energy, grew by 4.4% year-on-year in 2022.

There are indications that headline inflation

may have peaked. The US Core PCE Index fell

to a four-month low in November, and

Eurozone inflation dropped for the second

consecutive month in December. Eurozone

headline inflation was down to 9.2%

year-on-year in December, with energy

prices declining largely due to a warmer

winter. That said, prices of goods and

services are expected to remain above the

longstanding 2% central bank targets for the

foreseeable future.

Inflation should moderate as the economy

slows, labour markets cool down, and supply

chain pressures ease. S&P Global Market

Intelligence forecasts US inflation at 3.9% in

2023, while in the Eurozone, it projects

inflation at 5.1% in 2023.

WHAT THIS MEANS

Most of the portfolio companies have strong

market positions and correspondingly have

pricing power to pass on higher costs to

customers, thereby minimising the impact

on the bottom line. In addition, the Apax

Funds’ portfolio is relatively less exposed to

businesses with higher energy costs and with

more blue collar labour where we have seen

the highest inflation. However, for a limited

number of portfolio companies (e.g.

healthcare services) there are timing delays

between increased input costs and price

adjustments due to the nature of their

businesses and structure of contracts which

has led to a decline in margins. More broadly

going forward, inflation could also have an

impact on demand as buyers purchase less.

Apax works closely with portfolio companies

to monitor and manage the impact of

inflation on earnings.

PRIVATE EQUITY MARKETS

The private equity market slowed down in H2

2022 in part due to inflationary pressures,

higher cost of debt, and geopolitical turmoil.

Sponsors have become increasingly cautious,

and credit providers have scaled back their

lending and increased the cost for leveraged

buyout deals.

These disruptions created a challenging exit

environment for existing portfolio companies

and made it more difficult for managers to

deploy capital. However, we expect sponsors

to continue to pursue high-quality assets even

in a demanding environment.

Private market valuations have proven more

stable than public markets so far. We believe

private equity valuations are more resilient

than public market valuations, as private equity

investors have significant amounts of capital

at their disposal and are generally under less

pressure to sell, given the long-term nature of

the industry. In addition, private equity can

maximise exit optionality, finding the right

buyer for an asset at the right time. This makes

it possible to achieve premium exits even in

difficult markets as evidenced by the sales in

2022 of MyCase, an Apax X investment, for a

49% premium to March 2022 Unaffected

Valuations and the sale of Boasso for a 33%

premium to June 2022 Unaffected Valuations.

With private markets tending to lag public

markets when the cycle turns, we expect

private markets to adjust as they have in the

past. Private equity activity should pick up

once there is less uncertainty about valuations

and macroeconomic conditions have

stabilised. Private equity has previously

demonstrated outperformance following

periods of heightened volatility.

WHAT THIS MEANS

The Apax Funds have continued to identify

attractive investment opportunities. A benefit

of the declining equity markets is that

valuations for new private equity deals may

become more favourable, albeit with some lag

compared to the decline in public markets.

While there is therefore still scope for exit

activity, the pace of realisations will likely

reduce when compared to recent years.

However, given the high-quality nature and

vintage diversification of the Private Equity

portfolio, we expect there to be continued

demand for portfolio companies of the Apax

Funds, even in a more challenging

environment.

Due to the impact of volatility on the market

appetite for new IPOs, this exit route is less

relevant in the current environment.

The Apax Funds’ demonstrated an ability to

buy companies in sub-sectors with strong

economic motors at a discount to comparable

companies, and close the gap on exit by

transforming business performance, providing

a margin of safety if valuation levels continue

to deteriorate.

PRIVATE EQUITY

TRANSACTION VOLUMES

TOTAL US PRIVATE EQUITY

TRANSACTION VALUE ($BN)

H119

177

H219 H120 H121

186

147

H221 H122 H222

100

H220

139

111

Source: LCD

TOTAL US PRIVATE EQUITY

TRANSACTION VOLUME

(TRANSACTION COUNT)

H119 H219 H120 H121 H221 H122 H222H220

Source: LCD

Apax Global Alpha Limited / Annual Report and Accounts 2022

INVESTMENT MANAGER’S REPORT CONTINUED

TOTAL NAV RETURN CONTRIBUTIONS (%)

Performance fee

adjustments²

FX Total

NAV

Return³

Cost and

other movements

Derived

Equity

Derived

Debt

Private

Equity

(9.5)%

(0.4)%

(0.2)%

(0.6)%

3.3%

(7.4)%

2. Performance fee adjustment

accounting for the movement in

theperformance fee reserve at

31 December 2022

3. Total NAV Return means the

movement in the Adjusted NAV per

share over the period plus any

dividends paid

ADJUSTED NAV DEVELOPMENT (€M)

Cost and

other movements

Dividends

paid

Performance fee

adjustments⁴

FX Adjusted NAV

31 December 2022

Derived

Equity

Derived

Debt

Private

Equity

Adjusted NAV

31 December 2021

1,481.7

(141.8)

(5.5)

(2.4)

(9.8)

(71.1)

0.0

1,299.4

48.3

4. Performance fee adjustment

accounting for the movement

in the performance fee reserve

at 31 December 2022

PERFORMANCE HIGHLIGHTS

As highlighted in our market review, we have

witnessed a fundamental change in the

macro and investment environment during

2022. Against this challenging backdrop, the

Total NAV Return for AGA in 2022 was (7.4)%

((10.7)% constant currency). Total NAV

Returnin Private Equity was (11.3)% ((14.8)%

constant currency), with Derived Investments

supporting overall performance with a Total

Return of 1.9% ((2.2)% constant currency).

The largest driver of Total NAV Return was

weaker valuation multiples, in particular, for

the Apax Funds’ listed holdings. This was

partially offset by continued good operating

performance across the portfolio companies.

We believe the Apax Funds’ focus on driving

alpha through operational improvements,

coupled with a deep sector focus and our

prudent management of the balance sheet,

helped AGA navigate a challenging year and

positions the Company well as we go

into2023.

EARNINGS GROWTH REMAINS A KEY

DRIVER OF VALUE CREATION, HELPING

OFFSET NEGATIVE MOVEMENTS IN

VALUATION MULTIPLES IN PARTICULAR

FROM THE LISTED HOLDINGS

Operationally, the Private Equity portfolio

performed well in 2022 with average EBITDA

growth across the portfolio of 18.5%.

However, this was not enough to fully offset

negative movements in valuation multiples.

The main driver was multiple contraction

forthe Apax Funds’ listed holdings which

contributed c. 80% to the (29.8)% multiple

contraction.

The majority of these listed holdings are from

IPOs that took advantage of attractive

valuations achievable in public markets in

2020 and 2021 and, together with

subsequent secondary sales, have already

returned distributions totalling 3.4x initial

costs¹ to AGA.

APAX GLOBAL ALPHA

Performance review

Total NAV Return

(7.4)%

Adjusted NAV

€1,299m

Adjusted NAV per share

€2.65/£2.34

1. Includes proceeds received from pre-IPO funding rounds,

dividends, primary and secondary offerings of shares in

companies to 31 December 2022, from companies that

listed in 2020 and 2021

Balance sheet

Unfunded

commitments

Private

Equity

Derived

Investments NCAs

RCF

871

1,549

1,005

364 64 250

Strategic Report

CONTINUED EXIT ACTIVITY AT

ATTRACTIVE UPLIFTS TO UNAFFECTED

VALUATIONS

Despite the uncertain macro-environment,

the Apax Funds continued to successfully exit

businesses during 2022, achieving an average

uplift of 15% across seven full exits. AGA

received a total of €227.8m in distributions

in2022.

Post period end, AGA announced the

publictoprivate exit from Duck Creek

Technologies, which delivered an uplift of

57% to Unaffected Valuation based on share

price at 30 December 2022.

DERIVED DEBT CUSHIONED RETURNS

AND SUPPORTED NEW COMMITMENTS

MADE TO APAX PRIVATE EQUITY FUNDS

Derived Debt, where AGA deploys capital not

invested in Private Equity, delivered a Total

Return of 2.7% in the period. This portfolio

enhances the robustness of AGA’s balance

sheet and supports unfunded commitments

to the Apax Private Equity Funds whilst also

providing an additional source of alpha for

AGA and a steady flow of income to

supportdividends.

PORTFOLIO HIGHLIGHTS

Following additional calls to fund investments

previously made in Private Equity, AGA was

95% invested at 31 December 2022. AGA’s

Invested Portfolio consisted of €871.0m in

Private Equity (71%) and €364.2m in Derived

Investments (29%).

We have continued to follow our approach of

increasing commitments to Private Equity,

whilst reducing the exposure to Derived

Equity in parallel. As a consequence,

ourDerived Investment portfolio now

predominantly consists of Derived Debt (94%

of Derived Investments). The Private Equity

portfolio remains well-diversified by sector,

investment vintage,and geography.

VALUATION METHODOLOGY

In Private Equity, the Apax Funds

predominantly use a comparable-based

valuation methodology, preferring the

transparency that comes with this approach

as opposed to alternatives such as

Discounted Cash Flows or long-term trading

multiples. Fair value of the Apax Funds’ private

investments is largely determined using

public trading comparatives and/or

transaction comparables as appropriate.

Public stock, largely being positions in

previously IPO’d portfolio companies, is

valued at the closing share price of the

portfolio company as at 30 December 2022.

Equity values are calculated based on a

relevant earnings metric multiplied by

applicable valuation multiples, and after

taking into account portfolio company debt

(average at 31 December 2022: 4.8x).

Equity values are also net of NAV facilities

used in some of the underlying holding

structures. These have been put in place

primarily for Apax IX and Apax X, and both to

replace more volatile margin loan structures

and to generally optimise cashflows

toinvestors and rebalance risk. At

31 December 2022, the total of these

facilities on a look-through basis were c.7%

of Adjusted NAV.

In the Derived Investments portfolio, Derived

Debt positions are valued with reference to

observable broker quotes where available and

models using market inputs. Derived Equity

positions are valued based on share prices or

using comparable multiples.

COMMITMENTS AND FUNDING

As at 31 December 2022, AGA was a limited

partner in 11 Apax Funds, providing exposure

to 79 underlying portfolio companies.

Following previous commitments and the

related anticipated capital calls, a significant

proportion of AGA’s cash holdings from

earlier in the year have been deployed into the

Private Equity portfolio during the second half

of 2022. This has moved the Company to

being more fully invested at 95% (FY21: 90%).

During 2022, AGA made commitments to

three new funds: $700m (split 70:30 between

the US Dollar and Euro tranches) to the new

global buyout fund Apax XI, $60m to the Apax

Global Impact Fund, and $40m to the AMI

Opportunities Fund II.

Outstanding commitments to the Apax

Funds (together with recallable distributions)

amounted to €1.0bn at 31 December 2022.

These include the new commitments

referred to above. As most of the Apax Funds

operate capital call facilities to bridge capital

calls from its investors for periods of up to

12months, AGA has significant visibility

onfuture calls resulting from these

commitments, facilitating the Company’s

liquidity planning.

At the period end, AGA had net current assets

inclusive of cash of €64.2m and its revolving

credit facility of €250m was undrawn. As

previously announced, AGA has received

notice that the facility has reverted to a

conventional fixed-term arrangement

withanexpiry date of 10 January 2025.

During 2022, the average management fee

paid to the Apax Funds and AGML was 1.5%

of AGA’s NAV. There is no layering of fees

through the AGA structure; where the

ApaxFunds are subject to management

feepayments, there is no additional fee

charged to the Company.

AGA ASSETS AND COMMITMENTS (€M)

AS AT 31 DECEMBER 2022

1. NCA: Net current assets (inclusive of cash and excludingfinancial liabilities at FVTPL)

Apax Global Alpha Limited / Annual Report and Accounts 2022

INVESTMENT MANAGER’S REPORT CONTINUED

PRIVATE EQUITY IS WELL-DIVERSIFIED

BY SECTOR, FUND VINTAGE,

ANDGEOGRAPHY

The Private Equity portfolio is well-

diversified across the four core Apax

sectors, with a focus on seven main

sub-sectors that display attractive

characteristics or compelling investment

themes.

In addition, the portfolio shows a good

diversification across investment vintages.

Of the 79 portfolio companies, 11 were

invested before 2017, 30 were acquired in

the 2017-2019 period, and 38 investments

are from 2020 and later. This implies that

companies across the portfolio are at

different stages of their investment cycle.

For example, some companies are in the

early stages of their transformation journey,

with the focus being on the 100-day

planning and putting in place value creation

initiatives. Meanwhile, others are in the midst

of their transformation process, executing

on operational improvements and other

organic and inorganic value creation

initiatives. And lastly, there are a number of

companies where the initial investment

thesis has been achieved and the focus has

turned to identifying and executing the most

attractive route to exit.

For further details on Private Equity, see the

“Private Equity Portfolio Review”.

DERIVED INVESTMENTS IS A DIVERSIFIED

PORTFOLIO OF INVESTMENTS THAT

GENERATES INCOME AND PROVIDES

ANADDITIONAL SOURCE OF ALPHA

FORAGA, LEVERAGING APAX’S SECTOR

KNOW-HOW

Derived Investments, which are

predominantly investments in Derived Debt,

target the same sectors as the Private

Equity funds and leverage the deep sector

know-how of the Apax investment teams.

The Derived Debt portfolio consists of 24

positions. Derived Debt instruments are

almost exclusively floating rate instruments,

which largely insulates the portfolio from

duration risk, and AGA benefitted from rising

base rates during the year.

For further details on Derived Investments,

see the “Derived Investments Portfolio

Review”.

INVESTED

PORTFOLIO SPLIT

BYSECTOR

15%

INTERNET/CONSUMER

Private Equity 14%

Derived Investments 1%

17%

HEALTHCARE

Private Equity 9%

Derived Investments 8%

28%

SERVICES

Private Equity 22%

Derived Investments 6%

40%

TECH & DIGITAL

Private Equity 26%

Derived Investments 14%

PORTFOLIO OVERVIEW AT 31 DECEMBER 2022

PORTFOLIO BY GEOGRAPHY

December 2022

December 2021

A B C D E F G

62% 14% 11% 3%4%

A North America C United Kingdom E India G Rest of World

B Europe D Israel F China

B C D E F G

64% 15% 9% 3%4%

PORTFOLIO BY CURRENCY

December 2022

December 2021

A B C DE F

66% 13% 10% 2%

A USD C GBP E HKD

B EUR D INR F Other

B C D E F

67% 15% 7% 2%

APAX GLOBAL ALPHA

Portfolio overview

Strategic Report

MATURITY PHASE HARVESTING PHASEINVESTMENT PHASE

APAX IX

AGA NAV: €325.3m

Distributions1: €376.7m

% of AGA PE portfolio: 37%

Vintage: 2016

Commitment: €154.5m+$175.0m

Invested and committed: 93%

Fund size: $9.5bn

AMI

AGA NAV: €23.4m

Distributions1: €39.7m

% of AGA PE portfolio: 3%

Vintage: 2015

Commitment: $30.0m

Invested and committed: 87%

Fund size: $0.5bn

APAX DIGITAL

AGA NAV: €48.1m

Distributions1: €20.2m

% of AGA PE portfolio: 6%

Vintage: 2017

Commitment: $50.0m

Invested and committed: 97%

Fund size: $1.1bn

APAX VIII

AGA NAV: €88.6m

Distributions1: €565.3m

% of AGA PE portfolio: 10%

Vintage: 2012

Commitment: €159.5m+$218.3m

Invested and committed: 110%

Fund size: $7.5bn

APAX EUROPE VII

AGA NAV: €23.8m

Distributions1: €91.4m

% of AGA PE portfolio: 3%

Vintage: 2007

Commitment: €86.1m

Invested and committed: 108%

Fund size: €11.2bn

APAX EUROPE VI

AGA NAV: €2.2m

Distributions1: €13.7m

% of AGA PE portfolio: 0%

Vintage: 2005

Commitment: €10.6m

Invested and committed: 107%

Fund size: €4.3bn

AMI II

AGA NAV: €(0.7m)

Vintage: 2022

Commitment: $40.0m

Invested and committed: 0%

Fund size: TBC2

APAX X

AGA NAV: €364.6m

Distributions1: €27.1m

% of AGA PE portfolio: 42%

Vintage: 2020

Commitment: €199.8m+$225.0m

Invested and committed: 92%

Fund size: $11.7bn

APAX XI

AGA NAV: €(3.4)m

Vintage: 2022

Commitment: €198.4m+$490.0m

Invested and committed: 0%

Fund size: TBC2

APAX DIGITAL II

AGA NAV: €0.9m

Distributions1: €0.0m

% of AGA PE portfolio: 0%

Vintage: 2021

Commitment: $90.0m

Invested and committed: 10%

Fund size: $1.9bn

APAX GLOBAL IMPACT

AGA NAV: €(2.0m)

Vintage: 2022

Commitment: $60.0m

Invested and committed: 16%

Fund size: TBC2

1. Represents distributions received by AGA since 15 June 15

2. Fund has yet to hold its final close

41% 46% 13%

PRIVATE EQUITY

Fund lifecycle

Apax Global Alpha Limited / Annual Report and Accounts 2022

INVESTMENT MANAGER’S REPORT CONTINUED

AGA FY 2022 PRIVATE EQUITY PERFORMANCE

0.0

49.3

Movement in underlying

portfolio companies‘ earnings

Movement in net debt

Movement in comparable

companies’ valuation multiple

One-oﬀ and other

Management fees and carried

interest accrued by the Apax Funds

Movement in performance

fee reserve

⁴

LTM Total Return

22.9%

(9.4)%

(0.1)%

(28.9)%

0.7%

– %

3.5%

(11.3)%

1. Represents movement in all instruments senior to equity

2. Movement in the valuation multiples captures movement in the comparable

companies’ valuation multiples. In accordance with International Private

Equity and Venture Capital Valuation (“IPEV”) guidelines, the Apax Funds use

a multiple-based approach where an appropriate valuation multiple (based on

both public and private market valuation comparators) is applied to

maintainable earnings, which is often but not necessarily represented by

EBITDA to calculate Enterprise Value

3. Mainly dilutions from the management incentive plan as a result of growth in

the portfolio’s value

4. Performance fee adjustment accounting for the movement in the

performance fee reserve at 31 December 2022

Investment strategy focused

on business improvement.

PORTFOLIO HIGHLIGHTS

Private Equity

Total Return

(11.3)%

% of Invested Portfolio

71%

PORTFOLIO COMPANY

LTM EBITDA growth

18.5%

LTM revenue growth

21.5%

No. of portfolio companies

1. Includes proceeds received from

pre-IPO funding rounds, dividends,

primary and secondary offerings of

shares in companies to

31 December 2022, from companies

that listed in 2020 and 2021

Overall, performance was

resilient in the face of

challengingmarkets.

PRIVATE EQUITY PERFORMANCE

The Private Equity portfolio, which

represented 71% of AGA’s Invested Portfolio

at 31 December 2022, delivered a Total

Return of (11.3)% in the year. As illustrated

inthe chart, operationally, the portfolio

performed well in 2022 and Apax’s focus on

business improvement helped drive EBITDA

growth across the portfolio companies

throughout the year. However, it was not

enough to offset the overall effect of

multiple contraction, primarily in the Apax

Funds’ listed holdings.

At 31 December 2022, listed companies

represented 14% of AGA’s Private Equity

portfolio, down from 25% at the end of 2021,

reflecting the decline in fair market values.

The majority of these IPOs took advantage

of attractive valuations achievable in public

markets in 2020 and 2021 and, together with

subsequent secondary sales, have already

returned 3.4x initial costs1 to AGA.

PORTFOLIO COMPANY PERFORMANCE

The Private Equity portfolio continues to

perform well operationally. On average,

revenue grew by 21.5% over the last twelve

months, and EBITDA grew by 18.5%.

Capital structures are well-positioned with

long-dated maturities and reasonably low

leverage. Approximately two thirds of

portfolio debt is rate hedged or fixed rate,

limiting the impact of interest rate rises in

the short term. More than 78% of portfolio

company debt matures in 2027/2028 or later.

Some of the Private Equity portfolio

companies also have portable capital

structures that make the companies more

appealing to buyers. As the Apax Funds’

investment strategy relies less on financial

leverage to drive returns, average net debt/

EBITDA levels across the Private Equity

portfolio companies remained moderate

at4.8x.

PRIVATE EQUITY

Portfolio review

Strategic Report

SECTOR UPDATE

The Private Equity portfolio is well-

diversified across the four core Apax

sectors, with 37% in Tech & Digital, 31% in

Services, 12% in Healthcare, and 20% in

Internet/Consumer. Performance in 2022

differed by sub-sector and, sometimes, even

within the same sub-sector.

In Software, there was some weakness in

new bookings as 2022 progressed, however

retention rates remain high overall due to

the sticky nature of the products provided.

While there has been a decline in valuation

multiples of the public portfolio, private

valuations remain robust – a fact reinforced

by the successful sale of legal software

company MyCase to AffiniPay, at a

significant uplift of 49% to its previous fair

market value. In tech-enabled services, good

growth continued, despite some evidence

ofincreased delays in projects. In telecoms,

underlying performance has also been

strong and valuations are stable given the

defensive nature of this sub-sector.

In Services, the core sub-sectors are:

route-based businesses, outsourced sales

and marketing, and residential services.

Companies in these sub-sectors saw strong

earnings performance and demonstrated

their resilience in a downturn given the

largely non-discretionary nature of the

services. Due to the strength of their

business models, the Apax Funds’ portfolio

companies were also largely able to pass on

cost inflation.

In Healthcare, across medical technology,

healthcare services, and pharma, underlying

demand tends to be less cyclical, and the

Private Equity portfolio is proving highly

resilient, despite some inflationary

pressures. The medical technology portfolio

companies continue to grow, benefitting

from strong demand although the focus

remains on lingering supply chain issues

which create a more complex operating

environment. In healthcare services, despite

increasing labour costs, portfolio companies

are still seeing strong demand for services.

Portfolio companies in online marketplaces

continued to experience strong

performance in 2022. These companies

aregenerally resilient given their market

leadership positions, despite some exposure

to the cycle. In consumer packaged goods,

portfolio companies continue to see

increasing distribution for their premium,

branded consumables, and have so far

largely been insulated from the slow-down

with all existing investments delivering

significant year-on-year growth.

PORTFOLIO YEAR-OVER-YEAR LTM REVENUE GROWTH

DECEMBER 2022: 21.5% VS DECEMBER 2021: 20.2%

>15%

60%

72%

24%

18%

12%

5% to <15%

0% to <5%

<0%

PORTFOLIO YEAR-OVER-YEAR LTM EBITDA GROWTH

DECEMBER 2022: 18.5% VS DECEMBER 2021: 35.3%

>15%

60%

68%

12%

13%

21%

16%

5% to <15%

0% to <5%

<0%

NET DEBT/EBITDA MULTIPLE

DECEMBER 2022: 4.8X VS DECEMBER 2021: 4.2X

>6x

38%

30%

20%

11%

18%

21%

32%

4x to <6x

2x to <4x

<2x

ENTERPRISE VALUE/EBITDA VALUATION MULTIPLE

DECEMBER 2022: 17.2X VS DECEMBER 2021: 23.2X

>14x

66%

69%

16%

11%

18%

12x to <14x

10x to <12x

<10x

December 2022 December 2021 Number of investments within the associated band

Gross Asset Value weighted average of the respective metrics across the portfolio. Investments can be excluded for

reasons such as: investments in the financial services sector; companies with negative EBITDA (or moving from negative

to positive EBITDA in the case of growth metrics); investments that are written off and companies where EBITDA is not

meaningful for company specific reasons

INVESTMENT MANAGER’S REPORT CONTINUEDINVESTMENT MANAGER’S REPORT CONTINUED

PRIVATE EQUITY

Portfolio review continued

NAV PERFORMANCE

Whilst continued good operating

performance across the portfolio saw

earnings growth contribute 22.9% to the

Private Equity Total Return, it was not

sufficient to fully offset the negative

movements in valuation multiples. At

31 December 2022 Private Equity Adjusted

NAV was €871.0m, compared to €1,012.9m in

2021, with c.80% of the multiple contraction

due to negative valuation movements in the

Apax Funds’ listed holdings.

At the portfolio company level, the strongest

valuation gains were from Toi Toi & Dixi

(€19.5m), Assured Partners (€11.6m), and

AffiniPay (MyCase) (€11.3m).

The largest valuation declines came from

theApax Funds’ listed holdings which were

previously IPO’d, with Thoughtworks

declining the most at €92.4m. These are

companies where substantial value has

already been extracted at IPO and

subsequent secondary sales, and where the

Apax Funds have remained a shareholder. As

these companies are valued using the closing

share price at year end, valuations for these

companies are more susceptible to equity

market volatility.

Post year end, the public to private exit from

Duck Creek Technologies, put a spotlight on

the value differential achievable for high-

quality companies in the private markets

versus their trading levels in public markets.

The exit delivered an uplift of 57% to

Unaffected Valuations based on share price

at 30 December 2022.

TRANSACTION ACTIVITY

Despite a more challenging market

backdrop, AGA invested €132.8m1 on a

look-through basis in ten new investments

in2022.

Demand for high-quality assets that have

completed their transformation journeys

under the Apax Funds’ ownership saw

sevenfull exits from the Private Equity

portfolio during the year, resulting in total

distributions of €227.8m to AGA during the

period. In 2022, full exits were achieved at an

average uplift¹ to previous Unaffected

Valuations² of15%.

All full Private Equity exits were to corporate

or financial buyers. Additionally there were

three minor partial exits through sell downs

of publicly held shares.

HIGHLIGHTS

Total new investment

€132.8m

Distribution from

Apax funds

€227.8m

Average uplift

on exits

15.1%

Average Gross MOIC

on FY2022 exits

3.1x

PRIVATE EQUITY ADJUSTED NAV DEVELOPMENT (€M)

Adjusted NAV

at 31 December 2021

Calls Distributions Unrealised

movements

Performance fee

adjustment¹

FX Adjusted NAV

at 31 December 2022²

1,012.9

194.4

(141.8)

–

(227.8)

33.3

871.0

1. Performance fee adjustment accounting for the movement in the performance fee reserve at 31 December 2022

2. Includes AGA’s exposure to carried interest holdings in AEVII and AEVI which were respectively valued at €15.6m and

€1.5m at 31 December 2022

1. AGA’s investment cost on a look-through basis

2. Uplift represents proceeds received (translated at FX rates received) or proceeds expected to be received for deals yet to sign

(at period end FX rates) compared to their last Unaffected Valuation

atAGA level. For deals that were partially realised or IPO’d

it includes proceeds received and the latest remaining fair value at 31 December 2022. For investments where there were

subsequent partialrealisations since December 2021, uplift was calculated by taking proceeds received in FY 2022 plus

remaining fair value at 31 December 2022 compared to fair value at 31 December 2021

3. Unaffected Valuation is determined as the fair value in the last quarter before exit, when valuation is not affected by the exit

process (i.e. because an exit was signed, or an exit was sufficiently closetobeing signed that the Apax Funds incorporated the

expected exit multiple into the quarter end valuation)

Apax Global Alpha Limited / Annual Report and Accounts 2022

Strategic Report

NEW INVESTMENTS

€M EXITS

GROSS

MOIC

GROSS

IRR

Alcumus

(Apax X) Global leader in technology-led risk

management and compliance solutions

16.6

Unilabs

(Apax IX & Apax Europe VI) Leading pan-European

provider of laboratory and imaging diagnostics

services

3.1x 25%

YunZhangFang

(ADF) Leading SaaS company in China providing accounting

and tax solutions

0.9

T-Mobile Netherlands

(Apax X) Leading European telecommunications operator

19.7

Ole Smoky Distillery

(Apax X) One of the fastest-growing spirits companies

in the US

10.4

Infinity Labs

(AMI) Leading computer programming training

provider in Israel

3.3

AffiniPay (MyCase)

(Apax X) Provider of legal practice management

software

3.9x 125%

Xeneta

(ADF II) Leading ocean and air freight rate benchmarking and

market analytics platform

3.6

Attenti

(Apax X) Global leader in technology-led risk

management and compliance solutions

1.6x 11%

EcoOnline

(Apax X) European EHS SaaS market leader developing

software to create safer and sustainable workplaces while

ensuring compliance and environmental sustainability

19.0

Lever

(ADF) Leading talent acquisition suite that helps

talent teams to reach their hiring goals and to

connect companies with top talent

1.4x 55%

Pickles Auctions

(Apax X) Australia’s leading marketplace for used vehicles,

salvage, industrial, agricultural, and general goods

10.9

Boasso Global

(Apax VIII) Operator of the largest tank truck

network in North America

2.1x 11%

Kepro

(Apax IX) Provider of beneficiary eligibility and

medical cost containment services

3.0x 22%

Authority Brands

(Apax X) Leading franchisor of home services in the US,

Canada, and Latin America

28.7

Authority Brands

(Apax IX) Leading franchisor of home services in US,

Canada and Latin America

3.1x 35%

ClearBank

(ADF & ADF II) Large next-generation clearing and embedded

banking platform in the UK

5.2

1. Represents AGA’s look-through cost to investments acquired by the Apax Funds during FY 2022. Excluded from the amounts disclosed in the table above is €14.5m which mainly relates to AGI’s

purchase of Bonterra and Eating Recovery Center earlier in 2022, in addition to some follow-ons

2. Represents Gross IRR and Gross MOIC on full and partial exits calculated based on the concurrent aggregate expected cash flows and remaining fair value in euro across all funds signed, or an exit

was sufficiently close to being signed that the Apax Funds incorporated the expected exit multiple into the quarter end valuation. For some portfolio companies, these represent returns calculated

based on individual fund sleeves, e.g. AIX EUR

SECTORS

Tech & Digital Services Healthcare Internet/Consumer

INVESTMENT MANAGER’S REPORT CONTINUED

Name: Lever

Year of investment: 2021

Fund: Apax Digital Fund

Status: Realised

Date of exit: August 2022

EXIT WITH STRONG UPLIFT

Lever is a leading talent acquisition software

provider that makes it easy for companies

toconnect with top talent. One of the only

platforms to provide talent acquisition leaders

with complete applicant tracking systems and

candidate relationship capabilities on a single

native platform, the company serves more

than 5,000 clients globally.

Leveraging Apax’s expertise in human

capital technology and enterprise software,

experience in scaling global software

companies and Apax’s Operational

Excellence Practice (“OEP”), Apax identified

the opportunity to back aleading innovative

player in a growing market. The Apax Digital

Fund (“ADF”) solely led Lever’s $50m Series

D funding round in November 2021. In July

2022, ADF and the Board agreed to sell Lever

to human capital management software

business Employ (parent company of

Jobvite, JazzHR, and NXTThing).

Gross MOIC¹

1.4x

Gross IRR¹

55%

VALUE CREATION

• Strategic operational development to

accelerate Lever’s growth trajectory,

including lead generation and go-to-

market optimisation, R&D and product

improvement.

• Enhancement of senior management

through support with recruitment of

Head of Demand Generation, Head

ofProduct and CFO role, as well as

introduction of a new board member.

• Re-acceleration of growth coming out

of Covid-19, with strong performance

year-on-year in FY 2022.

Sub-sector: Residential

services

Year of investment: 2021

Fund: Apax X

Status: Current

DIVING DEEPER INTO AN ATTRACTIVE

SERVICES SUB-SECTOR

The residential services sub-sector

encompasses a range of businesses

addressing home repair and maintenance

needs, ranging from utility line protection

totree care and beyond.

The space is attractive due to its highly

fragmented nature, dominated by

unsophisticated, hyper-local “mom-and-

pop” providers.

This allows Apax to utilise its distinctive

playbook to unlock and accelerate growth.

At the heart of this transformation is a focus

on digital acceleration and building scale.

THE PLAYBOOK IN ACTION – SAVATREE

The Apax Fund X acquired SavATree,

aleading US arboriculture services

provider in 2021.

Arboriculture services is a classic example

ofthe residential services sector, being

fragmented and under-penetrated, making

it ripe for consolidation, with significant

growth potential in the near-term.

Equity invested in sub-sector²

$2.5bn

(4 deals)

The investment thesis was to back a

high-quality business which was ideally

positioned to execute on a “good-to-great”

transformation.

Since initial investment, the transformation

has helped to deliver robust performance,

even in a challenging environment, focused

on:

• Organic growth acceleration and

digitalisation by leveraging Apax’s

Operational Excellence Practice’s digital

playbook, with a focus on digitalmarketing

and search engine optimisation, to fuel

growth and capture market share.

• Margin improvement through unlocking

cross-sell opportunities and optimising

route density and pricing strategy.

• Expanding the internal M&A team,

positioning SavATree as a platform for

sector consolidation.

TECH &

DIGITAL

SERVICES

Case studies

The flywheel effect is best illustrated through case studies where the

benefit of Apax’s sector focus, “Mining the Hidden Gems” strategy,

and repeatable playbook, result in substantial value creation.

1. Represents Gross IRR and Gross MOIC calculated based on the expected cash flows and remaining fair value if applicable. For Lever, these represent returns calculated based on USD cashflows.

2. This represents total equity invested by the Apax Funds across four investments in this sub-sector

Apax Global Alpha Limited / Annual Report and Accounts 2022

Strategic Report

Name: Kepro

Year of investment: 2017

Fund: Apax IX

Status: Realised

Date of exit: November 2022

EXIT WITH SIGNIFICANT UPLIFT

Kepro is a leading provider of technology-

enabled solutions in healthcare services.

Kepro partners with government and private

healthcare players to maximise healthcare

quality, improve accuracy and increase

efficiency.

Apax IX acquired Kepro in 2017 with the

original investment thesis of backing a

leading player in an attractive, fragmented

market which was benefitting from increased

outsourcing by government players looking

to ensure cost-efficient quality and

compliance.

Over the past five years, Apax IX has

helped transform the business into a

national, tech-enabled market leader that

was coveted by strategic players in the

government services sector.

VALUE CREATION

• Revamped the management team,

including CEO, CFO, Chief Growth

Officer, Chief Legal & Compliance

Officer, Chief Product Officer, and Chief

Human Resources Officer.

• Focused Kepro on higher value clinical

solutions and contracts that could

benefit from Kepro’s in-house

technology capabilities, which were

bolstered with investment; added a

software-only product offering.

• Drove accelerated new contract wins,

improved retention, and higher NPS

through a collaboration between:

(i) the strengthened management

team; (ii) highly relevant board

members; and (iii) Apax’s Operational

Excellence Practice.

• Executed three strategic acquisitions at

attractive entry multiples which were

sourced through the Apax network.

Gross MOIC¹

3.0x

Gross IRR¹

22%

Name: Pickles Auctions

Year of investment: 2022

Fund: Apax X

Status: Current

Pickles operates Australia’s leading auction

marketplaces for motor vehicles, salvage

cars and industrial equipment. The

company’s trusted marketplaces offer

thousands of quality assets every week and

work with major clients including the

Australian government, state governments,

insurers, financial institutions, fleet leasing

companies, banks and not-for-profit

organisations.

1. Represents Gross IRR and Gross MOIC calculated based on the expected cash flows and remaining fair value if applicable. For Kepro, these represent returns calculated based on AIX euro

cashflows only

Leveraging significant global experience in

online marketplaces, Apax identified

Pickles as an attractive investment

opportunity for Apax X by virtue of its

leading market position in Australia, strong

brand and reputation for customer service,

and diversification across multiple

verticals.

INVESTMENT THESIS

• Support a high-quality market leader

with a strong runway for growth, which

is in the early stages of a meaningful

digital transformation.

• Apply best practices developed in prior

Apax Funds’ investments and utilise

additional capital to fuel future growth.

• Leverage the digital expertise of Apax’s

Operational Excellence Practice to

accelerate the company’s digitalisation

strategy, supported by the introduction

of a new tech platform, which should

streamline operations and accelerate

product and service delivery.

INTERNET/

CONSUMER

HEALTHCARE

1. Apax insights detailed in the chart show sourcing of credit investments since 2019

Apax Global Alpha Limited / Annual Report and Accounts 2022

INVESTMENT MANAGER’S REPORT CONTINUED

DERIVED INVESTMENTS

Portfolio review

DERIVED INVESTMENTS PERFORMANCE

Capital not invested in Private Equity is

primarily invested in debt (Derived Debt makes

up 94% of the Derived Investment Portfolio).

This portfolio enhances the robustness of

AGA’s balance sheet and supports unfunded

commitments to the Apax Private Equity

Funds whilst also providing an additional

source of alpha for AGA and a steady flow of

income to support dividends.

In the year to 31 December 2022, the Derived

Investments portfolio achieved a Total Return

of 1.9% ((2.2)% constant currency) with

Derived Debt generating a Total Return of

2.7% ((1.7)% constant currency).

Over the last five years, the Derived Debt

portfolio has achieved a 31.2% cumulative

constant currency Total Return, versus 17.7%

for the S&P/LSTA Leveraged Loan Index.

Derived Equity, which has reduced to 6% of

Derived Investments, achieved a Total Return

of (6.8)% ((7.9)% constant currency) in FY 2022.

PORTFOLIO OVERVIEW

As at 31 December 2022, AGA held €364.2m

of Derived Investments, representing 29% of

the Total Invested Portfolio. The portfolio

increased over the year as capital not invested

in Private Equity was deployed into new

Derived Debt instruments and the portfolio

benefitted from exchange rate gains, primarily

due to its exposure to the US dollar. The

portfolio primarily comprises Derived Debt

DERIVED DEBT SOURCED FROM APAX INSIGHTS

Majority sourced from

private equity

style diligence

Current Apax Funds

ownership are

positions where the Apax

Funds also hold an equity

interest

Prior Apax Funds

ownership are positions

where AGA purchased the

debt subsequent to Apax

Funds holding an equity

interest

72%

PRIVATE EQUITY

STYLE

DILIGENCE

18%

CURRENT

APAX FUNDS

OWNERSHIP

10%

PRIOR APAX

FUNDS

OWNERSHIP

positions in companies and sectors where

Apax can leverage insights into sectors and

companies from its private equity activities.

The Derived Debt portfolio at 31 December

2022 has a total value of €340.6m and now

represents most of our Derived Investments.

Whilst individual investments are identified

through a bottom-up process, we actively

manage the portfolio top down from a risk

and liquidity perspective.

The largest position in the portfolio

represents only 2% of AGA’s NAV, and 64%

ofthe Derived Debt investments are

investedin1L loans. 1L loans tend to be more

readily tradeable when compared to debt

instruments that are more junior in the

capitalstructure, and we believe the current

proportion of 1L loans held is appropriate in

the context of the Private Equity

commitments made by AGA.

As 99% of the Derived Debt investments

areinvested in floating rate loans, duration

risk is minimised and with increasing base

rates, the portfolio now generates a 9.9%

income yield. The rise in interest rates and

widening of spreads in the market saw a

negative movement in the fair value of the

portfolio whilst the average yield to maturity

of the overall portfolio almost doubled to

12.1% at 31 December 2022, compared with

prior yearend (6.2% at 31 December 2021).

Derived Equity was valued at €23.6m at year

end.

INVESTMENT ACTIVITY

In managing AGA’s Derived Debt portfolio, we

focus on absorbing capital returned from

Private Equity investments, whilst at the same

time managing overall liquidity and risk. As we

expected significant calls from the Private

Equity portfolio during the year, we maintained

higher liquidity balances during the first half of

2022, despite markets offering very attractive

pricing levels, in particular for 1L loans.

When making new investments, our focus

remained on more liquid loans, reflecting

additional commitments made by AGA to new

Apax Funds. In total, we deployed €57.2m into

new Derived Debt investment during 2022.

HIGHLIGHTS

Derived Investments

FY 2022 Total Return

1.9%

Derived Debt

FY 2022 Total Return

2.7%

% of NAV at 31 December 2022

28%

Total new investment

€57.2m

Realised proceeds and income

€30.1m

Strategic Report

Income

7.0%

Realised

losses

(0.1)%

Unrealised

losses

(9.1)%

Performance

fee

adjustment¹

4.1%

Total

return

1.9%

0.0%

DERIVED INVESTMENTS PERFORMANCE (%)

1. Performance fee adjustment accounting for the

movement in the performance fee reserve at

31 December 2022

2. Represents Gross IRR and Gross MOIC calculated based

on the aggregate concurrent euro cash flows since

inception of deals fully realised during FY 2022

3. New investments excludes drawdowns on the Infogain

RCF of €1.5m during the period. Exits excludes

repayments of €0.7m on the same RCF investment

NEW INVESTMENTS³ €M

Tech & Digital

Aptean – 1L term loan + 2L term loan (follow-on)

Provider of industry-specific ERP, supply chain & compliance

software 8.6

Precisely Software – 2L term loan

Pharmaceutical company focused on women’s health products 13.7

Theramex – 1L term loan

Pharmaceutical company focused on women’s health products 4.0

ADD-ON INVESTMENTS €M

HelpSystems – 1L term loan

Provider of software solutions to IT departments 7.9

Mitratech – 1L term loan + 2L term loan

Provider of end-to-end software products for legal & compliance

professionals. 10.1

Therapy Brands – 1L term loan + 2L term loan

Provider of fully-integrated practice management and EHR

solutions for mental and behavioural health providers 5.3

NEW INVESTMENTS €M

Services

Radwell – 1L term loan

Distributor of replacement parts for automated

manufacturing lines 6.1

EXITS

GROSS

MOIC²

Services

Hightower – Senior unsecured note

Provider of investment services 14.6% 1.1x

Repco – Significant partial – Listed Equity

Housing finance company (17.9)% 0.4x

Internet/Consumer

Answers – Equity

Social content publisher and cloud platform (41.6)% 0.1x

Apax Global Alpha Limited / Annual Report and Accounts 2022

INVESTMENT MANAGER’S REPORT CONTINUED

TOP 30 PRIVATE EQUITY INVESTMENTS – AGA’S INDIRECT EXPOSURE

PORTFOLIO COMPANY SECTOR GEOGRAPHY

VALUATION

€M

% OF

TOTAL NAV

Assured Partners Services North America 62.0 5%

Toi Toi & Dixi

Services Europe 46.7 4%

Candela

Healthcare North America 43.7 3%

PIB Group*

Services United Kingdom 40.2 3%

Trade Me*

Internet/Consumer Rest of World 39.8 3%

Paycor

Tech & Digital North America 34.5 3%

Bonterra

Tech & Digital North America 33.9 3%

Cole Haan

Internet/Consumer North America 32.0 2%

Thoughtworks

Tech & Digital North America 31.5 2%

SavATree

Services North America 28.4 2%

Authority Brands (AX)

Services North America 27.7 2%

Vyaire Medical*

Healthcare North America 24.2 2%

T-Mobile Netherlands

Tech & Digital Europe 24.0 2%

Lexitas

Services North America 23.6 2%

Safetykleen Europe

Services Europe 22.1 2%

Cadence Education

Internet/Consumer North America 21.1 2%

Infogain*

Tech & Digital North America 20.8 2%

Duck Creek Technologies

Tech & Digital North America 20.5 2%

American Water Resources

Services North America 20.1 2%

EcoOnline

Tech & Digital Europe 19.3 2%

Ole Smoky Distillery

Internet/Consumer North America 18.1 1%

Rodenstock

Healthcare Europe 17.8 1%

Healthium

Healthcare India 15.6 1%

Tosca Services

Services North America 15.2 1%

InnovAge

Healthcare North America 14.5 1%

ECI

Tech & Digital North America 14.4 1%

KAR Global

Internet/Consumer North America 14.4 1%

Fractal Analytics

Tech & Digital India 14.4 1%

Nulo

Internet/Consumer North America 14.0 1%

Shriram Finance

Services India 13.7 <1%

Total top 30 – gross values 768.2 59%

Other investments 301.4 23%

Carried interest (144.4) (11%)

Capital call facilities and other (54.2) (4%)

Total Private Equity 871.0 67%

PRIVATE EQUITY

TOP 30 PRIVATE EQUITY MOVEMENTS

(€M)

TOI TOI & DIXI

Assured Partners

Boasso Global

Ole Smoky Distillery

Cadence Education

Candela

Alcumus

Kepro

Lexitas

Infogain

InnovAge**

Far Niente

Nulo

SavATree

T-Mobile Netherlands

Safetykleen Europe

Tosca Services

Coalﬁre

Paycor**

Eating Recovery Center

Fractal Analytics

Genius Sports Group**

Global-e**

MatchesFashion

Wehkamp

Vyaire Medical

Duck Creek Technologies**

Thoughtworks**

-20

-40

-60

-80

-10 0

Baltic Classiﬁelds group**

Aﬃnipay (MyCase)

Strategic Report

TOP DERIVED DEBT HOLDINGS²

INSTRUMENT SECTOR GEOGRAPHY

VALUATION

€M

% OF

TOTAL NAV

HelpSystems 1L term loan Tech & Digital North America 28.6 2%

Precisely Software 1l + 2L term loan

Tech & Digital North America 22.4 2%

Confluence PIK + 2L term loan

Tech & Digital North America 22.1 2%

Aptean 1l + 2L term loan

Tech & Digital North America 21.6 2%

PIB Group* 1L term loan

Services United Kingdom 21.5 2%

Mitratech 1l + 2L term loan

Tech & Digital North America 20.4 2%

Therapy Brands 1l + 2L term loan

Tech & Digital North America 18.0 1%

PSSI 1L term loan

Services North America 17.0 1%

AccentCare (2021) 1L term loan

Healthcare North America 15.9 1%

Infogain* RCF + 1L term loan

Tech & Digital North America 15.4 1%

Vyaire Medical* 1L term loan

Healthcare North America 15.0 1%

Neuraxpharm 1L term loan

Healthcare Europe 14.6 1%

MDVIP 2L term loan

Healthcare North America 13.5 1%

Alexander Mann Solutions 1L term loan

Services United Kingdom 13.3 1%

WIRB-Copernicus Group 1L term loan

Healthcare North America 12.6 1%

Trade Me* 2L term loan

Internet/Consumer Rest of World 11.9 1%

PCI 1L term loan

Healthcare North America 10.5 1%

Mindbody* Convertible debt

Tech & Digital North America 9.6 1%

Navicure 1L term loan

Healthcare North America 9.0 1%

Veritext 2L term loan

Services North America 6.8 1%

Southern Veterinary Partners 2L term loan

Healthcare North America 6.7 1%

Radwell Parent 1L term loan

Services North America 5.8 <1%

Syndigo 2L term loan

Tech & Digital North America 4.3 <1%

Theramex 1L term loan

Tech & Digital United Kingdom 4.1 <1%

Total Derived Debt 340.6 26%

DERIVED INVESTMENTS: DERIVED DEBT

* Denotes overlap with Private Equity or Derived Investments portfolio

** Represents listed investment

1. Represents the largest fair value movements in the underlying Private Equity portfolio over the period adjusted for purchases and sales

2. Represents Derived Debt portfolio only. Table above excludes Derived Equity positions which total €23.6m

Apax Global Alpha Limited / Annual Report and Accounts 2022

The Board and Audit Committee monitor

the Company’s principal risks on a quarterly

basis and a more detailed review is done at

least annually.

The risk governance framework is designed

to identify, evaluate and mitigate the risks

deemed by the Board as being of significant

relevance to the Company’s business model

and to reflect its risk profile and risk appetite.

The underlying process aims to assist the

Board to understand and where possible

mitigate, rather than eliminate, these risks

and, therefore, can only provide reasonable

and not absolute assurance against loss.

The Board regularly reviews a register

ofprincipal risks and uncertainties (the

“RiskRegister”) maintained on behalf

oftheBoard by the Company Secretary.

TheRisk Register serves as a detailed

assessment and tracking undertaken by

theBoard of the Company’s exposure to

risks in three core categories: strategic and

business risks, operational risk, and financial

and portfolio risks.

OWNERSHIP AND GOVERNANCE

While the Board remains ultimately

responsible for the identification and

assessment of risk, as well as implementing

and monitoring procedures to control such

risks, and for reviewing them on a regular

basis, the Board places reliance on its key

service providers, to whom it has delegated

aspects of the day-to-day management

ofthe Company. This delegation includes

the design and implementation of controls

over risks.

The Board undertakes an annual review of its

risk appetite, considering recommendations

from the Audit Committee and key service

providers responsible for implementing the

controls related to risks identified by the

Board, as noted above. The Board and Audit

Committee consider existing and new risks

at each quarterly Board meeting and more

frequently if necessary.

The Board has

established a set of risk

management policies,

procedures and controls,

and maintains oversight

through regular reviews

by the Board and the

Audit Committee.

INVESTMENT PERFORMANCE

In accordance with the Investment

Management Agreement between the

Company and the Investment Manager,

responsibility for delivering investment

performance in line with the Company’s

strategic and business objectives, as well

asremaining within the parameters of its

investment risk appetite, is delegated to

theInvestment Manager.

The Board approves commitments to new

Private Equity funds whilst the remaining

investment decisions are taken by the

Investment Manager within parameters of

authority approved by the Board,

whileseparate risk functions within the

Investment Manager support and review

decision making.

RISK ASSESSMENT

In assessing each category of risk, the Board

considers systemic and non-systemic risks

as well as the control framework established

to reduce the likelihood and impact (the

“residual risk rating”) of individual inherent

risks. The Board does not consider political

risk in isolation but incorporates it within

itsconsideration of other principal risks.

The Board is not, practically, in a position

toconsider every risk. However, where

possible, it does seek to identify, assess and

mitigate remote and emerging risks which

might have a significant consequence or

might not be controllable.

In considering the framework around the

policies and procedures adopted to reduce

the potential impact of individual risks, the

Board takes account of the nature, scale and

complexity of the Company, its investment

objectives and strategy, and the role of the

key service providers.

The wider control environment of the

Company includes the policies and

procedures adopted by the key service

providers. The Board considers these

policies and procedures in its assessment

ofindividual risks and emerging risks. The

Board seeks regular reporting and assurance

from its main service providers on the

robustness of their control environments

and, based on such assurances, assesses

the suitability, adequacy and relevance of

those policies and procedures.

RISK MANAGEMENT FRAMEWORK

Identify, evaluate

and mitigate

Strategic Report

Individual risks are assessed based

onthelikelihood of occurrence and

consequential impact. For the avoidance

ofdoubt, likelihood and consequence are

assessed after considering the mitigating

effect of the control framework. Risks

arethen ranked inorder of residual risk

ratinglikelihood and then consequence.

Judgement is applied indetermining which

risks rank above the others where such risks

have the same residual risk rating, likelihood

and consequence.

Emerging risks are identified and assessed

as part of the quarterly review process

undertaken by the Board and Audit

Committee. These are risks that may have

amaterial effect on the Company if they

were to occur. Where possible, mitigating

measures are considered by the Board

butdue to the unknown nature of future

events the impact of these risks may not

materialise. Earlier in the year the Board

identified inflation, geopolitical uncertainty

and the potential impact of real interest rate

movements as an emerging risk which was

subsequently included in the principal risk

disclosure in the interim accounts and

remains at year end. The previously included

principal risks relating to Covid-19 and

regulatory, tax and legislative risks remain on

the Company’s risk register but are no longer

considered to be principal risks.

Though not included in the key principal risks

highlighted on the right, the Board does

monitor ESG within its risk register. The

Board assesses its impact on the wider

Company risks, including performance risk,

and reputational risk and reviews the

mitigating measures inplace.

The Board recognises that it has limited

control over many of the risks it faces, such

as political and macroeconomic events and

changes in the regulatory environment,

andit periodically reviews the potential

impact ofsuch ongoing risks on the

businessandactively considers them in

itsdecisionmaking.

HighLikelihoodLow

Low Consequence High

SB1

FR1

TRATEGIC AND BUSINESS

B1: Company performance

B2: Discount to NAV

B3: Regulatory, tax

and legislative risk

B4: COVID-19 RISK

OPERATIONAL

OP1: Continuity risk

OP2: Service provider risk

FINANCIAL AND PORTFOLIO

FR1: Liquidity risk

FR2: Currency risk

FR3: Portfolio risk

SB3

SB4

OP1

OP2

FR2 FR3

SB2

Strategic and Business

SB1: Company performance

SB2: Discount to NAV

SB3: Market risk

SB4: Economic environment

Operational

OP1: Continuity risk

OP2: Service provider risk

Financial and portfolio

FR1: Liquidity risk

FR2: Currency risk

FR3: Portfolio risk

PRINCIPAL RISKS

The Board is ultimately accountable for effective risk management

affecting the Company.

The Audit Committee has undertaken an exercise to identify, assess and manage

the risk within the Company. The principal risks identified have been assessed

based on residual likelihood and consequence and are summarised on the heat

map below:

Apax Global Alpha Limited / Annual Report and Accounts 2022

RISK MANAGEMENT FRAMEWORK CONTINUED

The Company’s principal risks are split

between three main risk categories.

ITEM RISK CURRENT YEAR ASSESSMENT MITIGATING MEASURES

RISK

STATUS

SB1

COMPANY PERFORMANCE

The target return and target

dividend yield are based on

estimates and assumptions.

The actual rate of return and

dividend yield may be lower

than targets.

The Company’s returns reflected the wider

equity market contraction seen in 2022. Total

NAV Return for the period was (7.4)% – please

refer to the performance review section from

page 18 for further details.

The Board has decided to maintain the dividend

policy.

– Performance, positioning and

investment restrictions are analysed

and monitored constantly by the

Investment Manager

– Investment performance is reviewed,

challenged, and monitored by the Board

The Board continues to monitor

emerging risks that may impact the

Company’s performance

SB2

DISCOUNT TO NAV

Persistent high discount to

NAV may create dissatisfaction

amongst shareholders.

The Company’s shares continued to trade at a

discount to NAV during the year, with the rolling

one-year discount exceeding 23% in the latter

half of the year. The increase is partly

attributable to broader equity market volatility.

The Board has assessed discount management

strategies but after discussions with advisors

has decided not to pursue share-buybacks at

this point. This continues to be closely

monitored by the Board.

– The Board receives weekly reports from

its corporate broker and updates from

the Investment Advisor’s investor

relations team on a quarterly basis

– These reports provide insight into

shareholder sentiment, movements in

the NAV and share price discount and an

assessment of discount management

strategies if required

SB3

MARKET RISK

Increases in borrowing costs

negatively impact NAV.

Central banks increased interest rates during

the year as they tried to cool down inflation.

The Board noted that although AGA’s revolving

credit facility is floating rate, the potential

impact is limited as it is not used for structural

leverage and was undrawn at 31 December

2022. Additionally, the Company’s Derived Debt

portfolio is primarily invested in floating rate

instruments which re-fix regularly and any

upward changes to interest rates tend to have a

positive impact on interest income.

For more details on the potential impact on the

underlying Private Equity portfolio companies

see market review on page 16.

– The Board has delegated viability / cash

flow projections and modelling to the

Investment Manager. They include the

impact of increased borrowings under a

number of stress test scenarios and

note that even if fully drawn the impact

of increased borrowing costs are offset

by the invested Derived Debt portfolio

SB4

ECONOMIC ENVIRONMENT

Increasing inflation,

geopolitical uncertainty, the

potential impact of real interest

rate movements and

economic growth conditions

on equity valuations could lead

to increased NAV volatility

Geopolitical uncertainty remains heightened

and following pandemic-related supply chain

issues and increased demand, global inflation

has risen to the highest level in years.

The Board identified this as an emerging risk at

the start of the year and has since included it as

a principal risk. The Board noted that most of

the underlying Private Equity portfolio

companies have to date been largely protected

from inflationary increases due to their

respective business models. This remains

under regular review by the Investment Advisor.

– The Board receives quarterly reports

from its manager and the Investment

Advisor on performance and asset

allocation

– The underlying Private Equity portfolio is

diversified across sub-sectors which are

less affected by the impacts of inflation

and geopolitical uncertainty

SB Strategic and business risks

OP Operational risks

FR Financial and portfolio risks

Strategic Report

RISK STATUS

Increase No change Decrease

ITEM RISK CURRENT YEAR ASSESSMENT MITIGATING MEASURES

RISK

STATUS

OP1

CONTINUITY RISK

Business continuity, including

that provided by service

providers, may be impacted by

a natural disaster, cyber-

attack, infrastructure damage

or other “outside” factors.

During the year, the Company’s key service

providers reported that their business

continuity plans remained in place and that they

have remained appropriate and effective.

– All key service providers have in place

business continuity procedures which

are tested on a regular basis and subject

to minimum regulatory standards in

their jurisdictions

OP2

SERVICE PROVIDER RISK

Control failures at key service

providers may result in

decreased service quality, loss

of information, information

security breach, theft or fraud.

Control failures at key service providers are

reported and reviewed. No material issues were

brought to the Board’s attention or identified as

part of the formal review conducted by the

Board and no issues were reported resulting in a

reduction in the consequence rating.

– The Board conducts a formal review of

all key service providers on an annual

basis

– All key service providers have controls

and procedures in place to mitigate risks

related to the loss of information,

security breaches, theft and fraud

FR1

LIQUIDITY RISK

Decreases in the value of

investments due to market

weakness may affect the pace

and value of realisations,

leading to reduced liquidity

and/or ability to maintain credit

facilities and meet covenant

requirements.

The Board recognises the macroenvironment

surrounding the Apax Funds has been volatile

and uncertainty remains going forward into the

next year. However the Apax Funds continued

to see good levels of investment activity from

acquisitions and disposals.

The Derived portfolio has benefitted from the

increased interest rates resulting in higher

levels of income for the Fund, remaining a

reliable source of cash income.

The Board regularly assesses liquidity in highly

stressed conditions as part of its assessment

to continue as a going concern. Further details

are given in the viability statement on page 54

for further details.

– Cash flow modelling is prepared and

tested under various stress test

scenarios

– Revolving credit facility is available in the

event of substantial liquidity issues.

– The investing Apax Funds operate

capital call facilities which provide good

visibility of future expected calls

– A higher proportion of the Derived Debt

portfolio is invested in first lien

instruments which have better liquidity

– The majority of the Derived Debt

portfolio is invested in floating rate

instruments providing a strong income

yield

FR2

CURRENCY RISK

The Company has established

a global investment mandate

and has appointed an

Investment Manager whose

policy is to not hedge currency

exposures. Movements in

exchange rates create NAV

volatility when the value of

investments is translated into

the Company’s reporting

currency (the euro).

Appreciation of the US dollar against the euro

led to stronger returns being reported in the

year than were achieved by the investment

portfolio in local currency terms. Please refer to

note 12 on currency risk in the financial

statements where the Company’s sensitivity to

movements in exchange rates has been

assessed.

– The Investment Manager has

implemented an investment framework

to manage and monitor the investment

portfolio of the Company

– Currency exposure analysis and

monitoring forms part of the investment

framework

– The Investment Manager maintains a

monitoring tool that constantly tracks

portfolio exposures

– Transparency allows investors to hedge

their own exposure as desired

FR3

PORTFOLIO RISK

Risk of error, process failure or

incorrect assumptions lead to

incorrect valuation of portfolio

holdings.

The majority of the Company’s assets are

inPrivate Equity, which are valued based on

NAV statements provided by the Apax Funds.

The Company’s Debt portfolio is valued based

on broker quotes and/or models which use

market inputs.

– The Investment Manager prepares the

valuations on a quarterly basis

– The review process includes a meeting

with the Board and Investment Advisor

where the key assumptions are

challenged and explained

– AGA valuations are reviewed by the

Company’s auditors in June and audited

in December each year

CHAIRMAN’S INTRODUCTION

Long-term

success

DEAR SHAREHOLDER,

On behalf of the Board, I am pleased to

introduce the Company’s corporate

governance statement on pages 42 to 45.

PROMOTING LONG-TERM SUCCESS

2022 was a year of significant geopolitical

uncertainty, substantial change in economic

conditions, and resultant market volatility.

I can confirm that, during the year under

review, the Board of Directors has acted to

promote the long-term success of the

Company for the benefit of shareholders,

whilst having due regard to the matters set

out in section 172 of the UK Companies Act

2006. You can read more about this on page

10. This was also confirmed by the internal

Board evaluation conducted in 2022, more

details of which can be found on page 43.

OUR BOARD OF DIRECTORS

The Company has a strong, fully

independent Board of experienced Non-

Executive Directors. The Directors, all of

whom are non-executive and considered to

be independent for the purposes of Chapter

15 of the Listing Rules, are responsible for

the determination of the strategy and

investment policy of the Company and

overseeing its day-to-day activities.

Biographies of the Board of Directors,

including details of their relevant experience

and current appointments, are available on

pages 38 and 39 and the Company’s website

at:

www.apaxglobalalpha.com/who-we-are/

board-of-directors/

At 31 December 2022, the Board

wascomposed of 60% male and 40%

femaleDirectors.

AGM

To encourage shareholder attendance and

participation, shareholders were invited to

attend the 2022 AGM both in person and via

a telephone dial-in facility.

Looking ahead to our eighth AGM in 2023,

this will be held on 3 May 2023 at 11.15am

(UK time) at East Wing, Trafalgar Court, Les

Banques, St Peter Port, Guernsey, Channel

Islands, GY1 3PP.

Shareholders will again be able to attend the

AGM either in person, or via a telephone

dial-in to listen to the AGM. Questions can

be submitted in advance to the Company

Secretary by email at:

AGA-admin@aztecgroup.co.uk

For more information about the AGM visit:

https://www.apaxglobalalpha.com/

investors/investor-centre/

COMPLIANCE WITH THE AIC CODE,

THE UK CORPORATE GOVERNANCE

CODE, AND THE GFSC CODE

The Directors recognise the importance

of sound corporate governance and, as a

closed-ended investment company, have

adopted the Association of Investment

Companies (“AIC”) Code of Corporate

Governance (the “AIC Code”), which has been

endorsed by the Financial Reporting Council.

The Board considers that reporting against

the principles and recommendations of the

AIC Code, which incorporates the UK

Corporate Governance Code (the “UK

Code”) and the Guernsey Financial Services

Commission Finance Sector Code of

Corporate Governance (the “GFSC Code”),

provides better information to shareholders.

I am pleased to report that for the year under

review, we have consistently applied the

principles of good governance contained in

the AIC Code and you can find more details

on this on the subsequent pages.

You can find a copy of the AIC Code on the

AIC website at: www.theaic.co.uk

TIM BREEDON CBE

Chairman

1 March 2023

TIM BREEDON CBE

Chairman

Apax Global Alpha Limited / Annual Report and Accounts 2022

Governance

MAJOR BOARD ACTIVITIES IN 2022

Major decisions taken by the Board and its Committees during 2022 included:

An assessment and approval of a commitment of $700m to the Apax XI Fund

An assessment and approval of a commitment of $60m to the Apax Global Impact Fund

An assessment and approval of a commitment of $40m to the AMI Opportunities Fund II

Commissioned an in-depth investor perception study and reviewed the findings

A review of the strategy and whether it remains fit for purpose

Amendment of the Company’s Revolving Credit Facility

Governance at a glance

ELECTION AND RE-ELECTION OF

DIRECTORS AT THE 2023 AGM

In accordance with the Company’s

Articles of Incorporation and the

principles of the AIC Code, all Directors

of the Company will offer themselves

for re-election at the 2023 AGM.

Following the successful evaluation of

the Board (see page 43), it is proposed

to shareholders that all Directors are

re-elected at the 2023 AGM.

The Board aims to promote the Company’s long-term success and to

preserveand strengthen stakeholder confidence in our business integrity.

Thisis achieved through the application and maintenance of the highest

standards of corporate governance.

LEADING A RESPONSIBLE BUSINESS

A summary of the Directors’ attendance at meetings which they were eligible to attend is

provided below. Eligibility to attend the relevant meetings is shown in brackets.

TOTAL

BOARD

TOTAL AUDIT

COMMITTEE

Tim Breedon 5 (7) n/a

Susie Farnon 7 (7) 8 (8)

Chris Ambler 7 (7) 8 (8)

Mike Bane 7 (7) 8 (8)

Stephanie Coxon 6 (7) 8 (8)

1. The Board will appoint committees of the Board on occasion to deal with specific operational matters; these committees

are not established under separate terms of reference as their appointment is conditional upon terms resolved by the

Board in formal Board meetings and authority conferred to such committees will expire upon the due completion of

the duty for which they have been appointed. Such committees are referred to as “other” committee meetings

2. The Chairman of the Company, Tim Breedon, whilst not required to attend meetings of the Audit Committee,

does so on occasion, particularly where financial reports are being reviewed.

100%

BOARD INDEPENDENCE

BOARD DIVERSITY

NUMBER OF

BOARD

MEMBERS

PERCENTAGE

OF THE

BOARD

NUMBER OF SENIOR

POSITIONS ON THE BOARD

(CEO, CFO, SID AND CHAIR)

Male 3 60%

N/A – as an externally

managed company, AGA

does not have any

employees

Female 2 40%

Minority ethnic background – –

60%

40%

Female

Male

The Board acknowledges the importance of diversity for the effective functioning of the Board which helps create

anenvironment for successful and effective decision making. The Board currently comprises of 40% women and

SusieFarnon is the Senior Independent Director and Chair of the Audit Committee, which satisfies two of the diversity

targetsof the Listing Rules. In relation to the diversity target on ethnic diversity, the Board is focused on addressing

this target, which is expected to come through succession of the Board and is a matter kept under close review by

the Board. The Board has adopted a Board Management Policy that considers the issues relating to diversity.

In view of the nature, scale and complexity of the Company, the Board believes a formal diversity policy for

the Company is not necessary at this time. Diversity of the Board is further considered on at least an annual

basis through the Board evaluation process.

60%

40%

Female

Male

AGA BOARD OF DIRECTORS

BOARD DIVERSITY

TIM BREEDON

Chairman

TENURE

7 years, 8 months

SKILLS AND EXPERIENCE

Tim Breedon joined the AGA Board on

28 April 2015. He worked for the Legal &

General Group plc for 25 years, most recently

as Group Chief Executive between 2006 and

2012. He was a Director of the Association of

British Insurers (“ABI”), and also served as its

Chairman between 2010 and 2012. He served

as Chairman of the UK government’s

non-bank lending task force, an industry-led

task force that looked at the structural and

behavioural barriers to the development of

alternative debt markets in the UK. He is a

Non-Executive Director of Barclays plc and

Quilter plc, and was Chairman of Northview

Group from 2017 to 2019. He was previously

lead Non-Executive Director of the Ministry

of Justice between 2012 and 2015. Tim was

formerly a Director of the Financial Reporting

Council and was on the Board of the

Investment Management Association.

He has over 25 years of experience in

financial services and has extensive

knowledge and experience of regulatory and

government relationships. He brings to the

Board experience in asset management and

knowledge of leading a major financial

services company.

CURRENT APPOINTMENTS

Non-Executive Director of:

Barclays plc; and Quilter plc.

QUALIFICATIONS

Graduate of Oxford University and an MSc in

Business Administration from the London

Business School.

SUSIE FARNON

Non-Executive Director

Senior Independent Director

Chair of Audit Committee

TENURE

7 years, 5 months

SKILLS AND EXPERIENCE

Susie Farnon joined the AGA Board on

22 July 2015 and was appointed as Chairman

of its Audit Committee on 1 July 2016 and

elected as Senior Independent Director

on 18 November 2016. She served as

President of the Guernsey Society of

Chartered and Certified Accountants, as a

member of The States of Guernsey Audit

Commission and as a Commissioner of the

Guernsey Financial Services Commission.

Susie was a Banking and Finance Partner

with KPMG Channel Islands from 1990 until

2001 and was Head of Audit at KPMG in

the Channel Islands from 1999 until 2001.

CURRENT APPOINTMENTS

Non-Executive Director of:

Real Estate Credit Investments Ltd;

Bailiwick Investments Limited;

Ruffer Investment Company Limited; and

Board member of The Association

of Investment Companies.

QUALIFICATIONS

Fellow of the Institute of Chartered

Accountants in England and Wales.

Apax Global Alpha Limited / Annual Report and Accounts 2022

Governance

CHRIS AMBLER

Non-Executive Director

TENURE

7 years, 8 months

SKILLS AND EXPERIENCE

Chris Ambler joined the AGA Board on

28 April 2015. He has experience in a number

of senior positions in the global industrial,

energy and materials sectors working for

major corporations including ICI/Zeneca,

The BOC Group and Centrica/ British Gas,

as well as in strategic consulting roles.

CURRENT APPOINTMENTS

Chief Executive of Jersey Electricity plc; and

Non-Executive Director of:

Foresight Solar Fund Limited.

QUALIFICATIONS

Graduate of Queens’ College, Cambridge

and an MBA from INSEAD. Chartered

Director, Chartered Engineer and a Member

of the Institution of Mechanical Engineers.

MIKE BANE

Non-Executive Director

TENURE

4 years, 6 months

SKILLS AND EXPERIENCE

Mike Bane joined the AGA Board on 3 July

2018. He has more than 35 years of audit and

advisory experience with a particular focus

on the asset management industry. Mike

retired from EY in June 2018 where he was a

member of EY’s EMEIA Wealth and Asset

Management Board. Following an earlier

career in London with PwC, he has been a

Guernsey resident for over 25 years and has

served as President of the Guernsey Society

of Chartered and Certified Accountants.

CURRENT APPOINTMENTS

Non-Executive Chair of HICL Infrastructure

plc; and

Non-Executive Director of:

abrdn Property Income Trust Limited

(formerly Standard Life Investments

Property Income Trust Limited).

QUALIFICATIONS

Mathematics graduate of Magdalen

College,Oxford University and

aCharteredAccountant.

STEPHANIE COXON

Non-Executive Director

TENURE

2 years, 9 months

SKILLS AND EXPERIENCE

Stephanie joined the AGA Board on 31

March 2020. She is a Fellow of the Institute

of Chartered Accountants in England and

Wales and is a non-executive director

on several London listed companies.

Prior to becoming a non-executive director,

Stephanie led the investment trust capital

markets team at PwC for the UK and

Channel Islands. During her time at PwC,

she specialised in advising FTSE 250 and

premium London listed companies on

accounting, corporate governance, risk

management and strategic matters.

CURRENT APPOINTMENTS

Non-Executive Director of:

JLEN Environmental Assets Group Limited;

PPHE Hotel Group Limited;

International Public Partnerships Limited;

PraxisIFM Group Limited;

Board member of The Association

of Investment Companies.

QUALIFICATIONS

Fellow of the Institute of Chartered

Accountants in England and Wales.

INVESTMENT MANAGER BOARD

PAUL MEADER

Director

TENURE

7 years, 8 months

SKILLS AND EXPERIENCE

Paul Meader has acted as

non-executive director of several

insurers, London and Euronext

listed investment companies,

funds and fund managers in real

estate, private equity, hedge

funds, debt, structured product

and multi-asset funds. He is a

senior investment professional

with over 30 years of multi-

jurisdictional experience,

14 years of which were at

chief executive level.

Paul was Head of Portfolio

Management at Collins Stewart

(now Canaccord Genuity)

between 2010 and 2013 and was

the Chief Executive of Corazon

Capital Group from 2002 to

2010. Paul was Managing

Director at Rothschild Bank

Switzerland C.I. Limited from

1996 to 2002 and previously

worked for Matheson Investment

Management, Ulster Bank, Aetna

Investment Management and

Midland Montagu (now HSBC).

CURRENT APPOINTMENTS

Non-Executive Director of a

number of other companies

infund management and

insurance, inclusive of the

General Partners of the

ApaxPrivate Equity Funds.

QUALIFICATIONS

MA (Hons) in Geography

from Oxford University and

a Chartered Fellow of the

Chartered Institute of

Securities and Investment.

MARTIN HALUSA

Director

TENURE

7 years, 8 months

SKILLS AND EXPERIENCE

Martin Halusa was Chairman of

Apax Partners from January

2014 to March 2016, after ten

years as Chief Executive Officer

of the firm (2003-2013).

In 1990, he co-founded

Apax Partners in Germany

as Managing Director. His

investment experience

has been primarily in the

telecommunications and

service industries.

Martin began his career at

The Boston Consulting Group

(“BCG”) in Germany, and left

as a Partner and Vice President

of BCG Worldwide in 1986.

He joined Daniel Swarovski

Corporation, Austria’s largest

private industrial company,

first as President of Swarovski

Inc (US) and later as Director

of the International Holding

in Zurich.

CURRENT APPOINTMENTS

Director of the General Partners

of the Apax Private Equity

Funds.

QUALIFICATIONS

A graduate of Georgetown

University, an MBA from the

Harvard Business School and

aPhD in Economics from the

Leopold-Franzens University

inInnsbruck.

JEREMY LATHAM

Director

TENURE

1 year, 1 month

SKILLS AND EXPERIENCE

Jeremy Latham has held

directorships for regulated

financial services businesses

since 2008 and has worked in

the financial services sector

for 20 years, 15 of which he

has spent specialising in

private equity.

Jeremy has extensive

knowledge of the regulatory

environment including

compliance and anti-money

laundering regulation and has

working knowledge of listed

and unlisted open- and

closed-ended Investment

schemes, including equity funds,

hedge funds, private equity

funds and unit trusts.

CURRENT APPOINTMENTS

Director of Apax Partners

Guernsey Limited and a Director

of the General Partners of the

Apax Private Equity Funds.

QUALIFICATIONS

Jeremy is a Fellow of the

Association of Chartered

Certified Accountants (FCCA).

MARK DESPRES

Director

TENURE

7 years, 4 months

SKILLS AND EXPERIENCE

Mark Despres has been

employed in the wealth

management industry in

both Guernsey and London

for over 20 years, principally

as an investment manager

to a number of listed funds

(both open- and closed-

ended), institutional and

private client portfolios.

Previously Mark held senior

positions at investment

managers Collins Stewart and

Spearpoint Limited, including

head of Fixed Income at

Spearpoint Limited from 2007

to 2012. He was also a member

of the fixed income, asset

allocation and performance

measurement and monitoring

committees at both companies.

CURRENT APPOINTMENTS

Director of Apax Partners

Guernsey Limited.

QUALIFICATIONS

First class honours degree

inMathematics from Royal

Holloway University of London

and a Member of the Chartered

Institute for Securities and

Investment.

Apax Global Alpha Limited / Annual Report and Accounts 2022

Governance

INVESTMENT ADVISOR’S AGA INVESTMENT COMMITTEE

ANDREW SILLITOE

Co-CEO | Apax Partners

Chairman of the

Investment Committee

TENURE

7 years, 8 months

SKILLS AND

EXPERIENCE

Andrew Sillitoe joined

Apax Partners in 1998

and has focused on the

Tech sector in that time.

Andrew has been

involved in a number of

deals, including Orange,

TIVIT, Intelsat, Inmarsat

and King Digital

Entertainment PLC.

CURRENT

APPOINTMENTS

Co-CEO of Apax and

a Partner in its Tech

team. Member of

the Apax Executive,

Allocation, and

Investment Committees.

QUALIFICATIONS

MA in Politics, Philosophy

and Economics from

Oxford University and

anMBA from INSEAD.

MITCH TRUWIT

Co-CEO | Apax Partners

TENURE

7 years, 8 months

SKILLS AND

EXPERIENCE

Mitch Truwit joined

Apax Partners in 2006

and has been involved

in a number of

transactions including

HUB International,

Advantage Sales and

Marketing, Bankrate,

Dealer.com, Trader

Canada, Garda and

Answers.

CURRENT

APPOINTMENTS

Co-CEO of Apax and a

Partner in its Services

team. Member of the

Apax Executive,

Allocation and

Investment Committees

and a Trustee of the

Apax Foundation.

QUALIFICATIONS

BA in Political Science

from Vassar College and

an MBA from Harvard

Business School.

RALF GRUSS

Partner | Apax Partners

TENURE

7 years, 8 months

SKILLS AND

EXPERIENCE

Ralf Gruss joined Apax

Partners in 2000 and is a

former member of the

Apax Partners Services

team. Ralf has been

involved in a number of

deals, including Kabel

Deutschland, LR Health

and Beauty Systems and

IFCO Systems.

CURRENT

APPOINTMENTS

Chief Operating Officer

and a Partner at Apax

and Member of the

Allocation and Credit

Investment Committees.

QUALIFICATIONS

Diploma in Industrial

Engineering and

Business Administration

from the Technical

University in Karlsruhe.

He also studied at

theUniversity of

Massachusetts and

theLondon School

ofEconomics.

ROY MACKENZIE

Partner | Apax Partners

TENURE

4 years, 7 months

SKILLS AND

EXPERIENCE

Roy Mackenzie joined

Apax Partners in 2003.

He led the investments

in Sophos and Exact

and was responsible for

Apax’s investment in

King Digital

Entertainment. In

addition, Roy worked on

the investments in

Epicor, NXP and Duck

Creek.

CURRENT

APPOINTMENTS

Partner at Apax in its

Tech team. Member of

the Apax Investment

Committees.

QUALIFICATIONS

M.Eng in Electrical

Engineering from

Imperial College,

Londonand an MBA

fromStanford Graduate

School of Business.

SALIM NATHOO

Partner | Apax Partners

TENURE

3 years, 9 months

SKILLS AND

EXPERIENCE

Salim Nathoo joined

Apax Partners in 1999

specialising in the

Tech space.

He has both led and

participated in a number

of key deals including

Thoughtworks, Candela,

EVRY, GlobalLogic,

Sophos and Inmarsat.

CURRENT

APPOINTMENTS

Partner at Apax in its

Tech team. Member

of the Apax Allocation

and Investment

Committees.

QUALIFICATIONS

MA in Mathematics

fromthe University

of Cambridge and an

MBA from INSEAD.

CORPORATE GOVERNANCE STATEMENT

An effective Board

Our Board is composed of highly skilled

professionals who bring a range of expertise,

perspectives and corporate experience to our

boardroom (see pages 38 to 39). In accordance

withthe AIC Code, the role of the Board is to

promote the long-term sustainable success of

the Company, generate value for shareholders,

and contribute to wider society.

MANAGEMENT ENGAGEMENT

COMMITTEE

AGA does not have a Management

Engagement Committee. The

Board as a whole fulfils this function and

regularly reviews the performance of

the Investment Manager, other service

providers, and relevant fee

arrangements.

NOMINATION COMMITTEE

All duties expected of the Nomination

Committee are carried out by the Board

and the establishment of a separate

Nomination Committee is considered

to be unnecessarily burdensome given

the scale and nature of the Company’s

activities and the current composition

of the Board.

REMUNERATION COMMITTEE

The Company does not have a

Remuneration Committee as it does

not have any executive officers. The

Board as a whole considers matters

relating to the Directors’ remuneration

and it is satisfied that any relevant issues

that arise can be appropriately

considered by the Board or by the

Company’s shareholders at AGMs.

Compliance with the principles and

recommendations of the AIC Code enables

the Directors to satisfy the requirement to

comply with the UK Code and the GFSC

Code where relevant.

As an externally managed investment

company the UK Code provisions relating

to the role of the Chief Executive, Executive

Directors’ remuneration, employees, and

need for an internal audit function are not

relevant to AGA and the Company has

therefore not reported further in respect

of these provisions. This position is

reassessed on an annual basis.

An internal evaluation of the Board was

undertaken in 2022, following the external

evaluation conducted in 2021 which

concluded that the Board continued to

display a strong corporate governance

culture and a high degree of effectiveness.

Considering the nature, scale, and

complexity of the Company, AGA has made

certain exceptions to the AIC Code,

including:

COMPLIANCE WITH THE AIC CODE, THE UK CODE,

AND THE GFSC CODE

RESPONSIBILITIES

THE BOARD

The Board is primarily responsible

for setting the Company’s strategy for

delivering long-term value to our

shareholders and other stakeholders,

providing effective oversight of the

Investment Manager with respect to

the execution of the investment

strategy and ensuring the Company

maintains an effective risk management

and internal control system.

THE INVESTMENT MANAGER

AGA has entered into an Investment

Management Agreement with AGML

to manage the investments on a

discretionary basis.

AGML is responsible for the

implementation of the investment

policy of the Company and has overall

responsibility for the management of the

assets and investments of the Company.

AGML reports to the Board at each

quarterly meeting regarding

the performance of the Company’s

investment portfolio, which provides

the Board with an opportunity to review

and discuss the implementation of the

investment policy of the Company. In

addition, the Board attends regular

meetings with AGML in order to review

the performance of the underlying

investments and portfolio outlook.

Apax Global Alpha Limited / Annual Report and Accounts 2022

Governance

The Board reviewed and evaluated the

performance of AGML during the year to

31 December 2022 and has determined

that it is in the interests of the

shareholders to continue with AGML’s

appointment as Investment Manager.

Biographies of the Directors of AGML

are available on page 40 and the

Company’s website at:

www.apaxglobalalpha.com/who-we-

are/the-investment-manager/

THE INVESTMENT ADVISOR AND

AGA INVESTMENT COMMITTEE

AGML draws on the resources and

expertise of Apax for investment advice

through an Investment Advisory

Agreement and the AGA Investment

Committee. The AGA Investment

Committee is composed of several

senior team members from Apax.

Biographies of the members of the AGA

Investment Committee are available on

page 41 and the Company’s website at:

www.apaxglobalalpha.com/who-we-

are/the-investment-advisor/

STATEMENT OF INDEPENDENCE

AGA’s Board of Directors is comprised

entirely of independent Non-Executive

Directors. As such it complies with the AIC

Code’s recommendation regarding Board

composition which sets out that at least

half the Board of Directors of a UK-listed

company, excluding the Chairman, should

comprise Non-Executive Directors

determined by the Board to be independent

in character and judgement and free from

relationships or circumstances that may

affect, or could appear to affect, the

Directors’ judgement.

In addition to this provision the Code

stipulates that a majority of the Board of

Directors should be independent of the

Investment Manager. AGA continued to

comply with this requirement throughout the

reporting period.

Independence is determined by ensuring

that, apart from receiving fees for acting as

Directors or owning shares, Non-Executive

Directors do not have any other material

relationships with, nor derive additional

remuneration from, or as a result of

transactions with, the Company, its

promoters, its management or its partners,

which in the opinion of the Board may affect,

or could appear to affect, the independence

of their judgement. All of AGA’s Directors are

considered to be independent of the

Investment Manager.

MODERN SLAVERY ACT STATEMENT

As an externally managed investment

company, the Company relies on the

adequacy of controls of the Investment

Manager (and, in turn, the Investment

Advisor) with regard to the prevention of

slavery and human trafficking, in accordance

with the UK Modern Slavery Act 2015.

See AGA’s website for more information:

https://www.apaxglobalalpha.com/

site-tools/modern-slavery-statement/

STAKEHOLDER ENGAGEMENT

As highlighted in the Section 172 statement

on pages 10 and 11, the Company does

nothave any employees and is entirely

externally managed. Therefore, the primary

stakeholders consist of its shareholders,

suppliers, community and the environment.

Shareholder support and engagement is

critical to the continued success of the

business and the achievement of our

objectives. The Board is committed to a

culture of openness and regular dialogue

with shareholders, and it seeks to take into

account the needs and priorities of

shareholders during all discussions and

decision making. Contact details for

shareholder queries can be found on page 82

and the Company’s website at:

www.apaxglobalalpha.com/contact-us

In addition to assisting the Company to

deliver on our objectives, effective

relationships with our service providers help

the Company to operate in an effective and

compliant manner. Further details of our

supplier engagement can be found on page

10.

The Board believes investing responsibly

is important in protecting and creating

long-term value. The Board recognises

that the incorporation of material ESG

considerations can help inform the

assessment of overall risk and opportunities.

Further details can be found on page 85 and

in our Responsible Investment policy

which is available on our website at:

https://www.apaxglobalalpha.com/

investment-portfolio/sustainability/

The AIC Code also recommends that

theChairman should meet certain

independence criteria as set out in the

AICCode on appointment.

BOARD EVALUATION

In accordance with the Board management

policy, the Company conducted an internal

Board evaluation exercise in 2022, having

commissioned an external review in 2021.

The evaluation was managed by the

Company Secretary and the results indicated

that the Board continues to operate

effectively. There were a small number of

recommendations as to how the Board could

improve further the quality of its oversight of

the business of the Company and these will

be considered for implementation in 2023.

DISCLOSURE OF DIVIDEND INFORMATION

The Company targets the payment of a

dividend equal to 5% of NAV per annum.

This dividend policy should not be taken as an

indication of the Company’s expected future

performance or results over any period and

does not constitute a profit forecast. It is

intended to be a target only and there is no

guarantee that it can or will be achieved.

Accordingly, prospective or current investors

should not place any reliance on the target

dividend payment stated above in making an

investment decision regarding the Company.

As a non-UK issuer, the Company does not

require approval from shareholders for the

payment of dividends in accordance with

The Companies (Guernsey) Law, 2008 and the

Articles of Incorporation of the Company.

However, in response to feedback from

shareholders, an ordinary resolution is

proposed at each AGM concerning approval

of the dividend policy of the Company.

EU ALTERNATIVE INVESTMENT FUND

MANAGERS DIRECTIVE (“AIFMD”)

Please refer to pages 84 and 85 for further

information in respect of the AIFMD.

THE UNREGULATED COLLECTIVE

INVESTMENT SCHEMES AND CLOSE

SUBSTITUTES INSTRUMENT 2013

(“NMPI RULES”)

Information regarding the Company’s status

under the NMPI Rules is available on its

website at:

www.apaxglobalalpha.com/governance/

documents-administration

CORPORATE GOVERNANCE STATEMENT CONTINUED

JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC

BOARD

COMMITTEE

MEETINGS

KEY

DATES

FY21 Results

Commitment

to Apax Global

Impact Fund

Commitment

to the AMI

Opportunities

Fund II

AGM

Q1 Results

RCF amendment

Capital Markets

Day

Commitment

to Apax XI Fund

Interim Results Strategy Day Q3 Results

DIVIDEND PAID

KEY ACTIVITIES OF THE BOARD

The Board met seven times during

the year. Additional meetings were

arranged as necessary for the Board

to properly discharge its duties.

An overview of some of the Board’s

activities is provided here.

PRINCIPAL STRATEGIC OBJECTIVES

Deliver over-the-cycle target

Total NAV Return of 12-15%, including

adividend of 5% of NAV

Continue to invest in Private Equity, providing

shareholders with exposure to the Apax Funds

for long-term growth

Use Derived Investments as an effective capital

management tool with an attractive return

Remain fully invested whilst maintaining liquidity

riskwithin appetite

Apax Global Alpha Limited / Annual Report and Accounts 2022

Governance

JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC

BOARD

COMMITTEE

MEETINGS

KEY

DATES

FY21 Results

Commitment

to Apax Global

Impact Fund

Commitment

to the AMI

Opportunities

Fund II

AGM

Q1 Results

RCF amendment

Capital Markets

Day

Commitment

to Apax XI Fund

Interim Results Strategy Day Q3 Results

DIVIDEND PAID

GOVERNANCE

— Participated in an internal evaluation of the Board’s

effectiveness to identify areas for improvement and inform

training plans

— Undertook a formal annual review of key service providers

— Regular updates from the Company Secretary on

regulatoryand corporate governance matters

STAKEHOLDER ENGAGEMENT

— Hosted the AGM on 6 May 2022

— Hosted a Chairman’s corporate governance roadshow

— Conducted an independent investor perception study

inorder to improve understanding and awareness of

shareholder views, issues, and concerns

— Held a Capital Markets Day for investors

STRATEGY AND FINANCING

— Held a strategy day with a range of key topics including:

– Review of the findings from perception study carried out

by a third-party provider

– High-level exploratory discussions to challenge whether

the strategy remains fit for purpose, including considering

of alternative approaches

– ESG reporting requirements and best practice

– Deep-dive into ESG activities within Apax and how they

work with underlying portfolio companies on ESG matters

— Regularly reviewed the Company’s strategy and financial

position, including:

— Amending the Company’s Revolving Credit Facility increasing

the funds available from €140m to €250m reflecting the

increased NAV and the greater proportion of the invested

portfolio in private equity

– Assessing and approving a commitment of $700m to the

Apax XI Fund

– Assessing and approving a commitment of $60m to the

Apax Global Impact Fund

– Assessing and approving a commitment of $40m to the

AMI Opportunities Fund II

RISK MANAGEMENT

— Reviewed the Company’s risk appetite statement and

principal risks

— Performed a review of the Company’s internal financial

controls

DIRECTORS’ DUTIES

In 2022, the Board of the Company was composed

of five independent Non-Executive Directors.

The Board considers that the range and experience

of its members is sufficient to fulfil its role

effectively and provide the required level of

leadership, governance and assurance.

The terms and conditions of appointment for Non-Executive Directors are outlined in their

letters of appointment, and are available for inspection at the Company’s registered office

during normal business hours and at the AGM for 15 minutes prior to and during the AGM.

ROLE ROLE OVERVIEW RESPONSIBILITIES

CHAIRMAN OF

THE BOARD OF

DIRECTORS

Tim Breedon fulfils the

role of independent

Non-Executive Chairman

of the Board of Directors.

The Chairman is responsible for the

leadership of the Board, the creation

of conditions necessary for overall Board

and individual Director effectiveness and

ensuring a sound framework of corporate

governance, which includes a channel for

shareholder communication.

— chairing the Board and general meetings of the Company,

including setting the agenda of such meetings;

— promoting the highest standards of integrity, probity

and corporate governance throughout the Company,

and in particular at Board level;

— ensuring that the Board receives accurate, timely and

clear information;

— ensuring effective engagement between the Board, the

Company’s shareholders and other key stakeholders;

— facilitating the effectiveness of the contributions and

constructive relationships between the Directors of

the Company;

— ensuring that any incoming Directors of the Company

participate in a full, formal and tailored induction

programme; and

— ensuring that the performance of the Board, its

Committees and individual Directors is evaluated

at least once a year.

CHAIRMAN

OF THE AUDIT

COMMITTEE

Susie Farnon fulfils the

role ofChairman of

the Audit Committee.

The Audit Committee is

appointed under terms of

reference from the Board

ofDirectors, available on

theCompany’s website at:

www.apaxglobalalpha.

com/investors/results-

reports-presentations

The Chairman of the Audit Committee

is appointed by the Board of Directors.

The role and responsibility of the Chairman

of the Audit Committee is to set the agenda

for meetings of the Audit Committee and,

in doing so, take responsibility for ensuring

that the Audit Committee fulfils its duties

under its terms of reference.

— overseeing the selection and review processes

fortheexternal auditor, considering and making

recommendations to the Board on the appointment,

reappointment and removal of the external auditor and

the remuneration of the external auditor as well as on the

annual audit plan, including all proposed materiality levels;

— reviewing in detail the content of the interim report and

the annual report, the work of the service providers in

producing them and the results of the external audit;

— reviewing the findings of the audit with the external

auditor; including a discussion of the major issues arising

from the audit;

— assessing the independence and objectivity of the

external auditor on at least an annual basis, taking into

consideration the level of non-audit services;

— reviewing and considering, as appropriate, the rotation

of the external audit partner and tender of the external

audit firm;

— reviewing and recommending to the Board for approval,

the audit, audit-related and non-audit fees payable to the

external auditor and approving their terms of engagement;

and

— reviewing the Company’s internal control and financial

and operational risk, management systems,

whistleblowing, and fraud.

Apax Global Alpha Limited / Annual Report and Accounts 2022

Governance

ROLE ROLE OVERVIEW RESPONSIBILITIES

NON-EXECUTIVE

DIRECTORS

The Non-Executive Directors have a

responsibility to ensure that they allocate

sufficient time to the Company to perform

their responsibilities effectively.

Accordingly, Non-Executive Directors are

required to make sufficient effort to attend

Board or Committee meetings, to disclose

other significant commitments to the Board

before accepting such commitments and

toinform the Board of any subsequent

changes. In determining the extent to

whichanother commitment proposed by

aNon-Executive Director would have

animpact on their ability to sufficiently

discharge their duties to the Company, the

Board will give consideration to the extent

towhich the proposed commitment may

create a conflict with:

— their time commitment to the Company;

— a direct competitor of the Company, the

Investment Manager or the Investment

Advisor;

— a significant supplier or potential

significant supplier to the Company; and

— the Investment Manager or other related

entity operating in substantially the same

investment markets as the Company.

Shareholders are provided with the opportunity to re-elect

the Non-Executive Directors on an annual basis at the AGM

of the Company and to review their remuneration in doing so.

The role of the Non-Executive Directors includes, but is not

limited to:

— constructively challenging and developing proposals

on strategy;

— appointing service providers based on agreed goals

and objectives;

— monitoring the performance of service providers; and

— satisfying themselves of the integrity of the financial

information and that financial controls and systems

of risk management are robust and defensible.

SENIOR

INDEPENDENT

DIRECTOR

Susie Farnon fulfils

the role of Senior

Independent Director

(“SID”).

The position of the SID provides

shareholders with someone to whom

they can turn if they have concerns that

have not or cannot be resolved through the

normal channel of the Chairman. The SID is

available as an intermediary between fellow

Directors and the Chairman. The role serves

as an important check and balance in the

governance process.

The role of the SID includes, but is not limited to:

— providing a sounding board for the Chairman and serving as

an intermediary for the other Directors when necessary;

— being available to shareholders if they have concerns

about contact through the normal channel of the

Chairman, or have failed to resolve, through the normal

channels, or for which such contact is inappropriate;

— meeting with the other Non-Executive Directors at least

annually to appraise the Chairman’s performance and on

such other occasions as may be deemed appropriate;

— taking responsibility for the orderly succession process

for the Chairman, as appropriate; and

— maintaining Board and Company stability during times

of crisis and conflict.

GOVERNANCE FRAMEWORK

GOVERNANCE SYSTEMS

The Board has considered the current

recommendations of the AIC Code and has

adopted various policies, procedures and

control systems; a summary of each of these

is available on the Company’s website at:

https://www.apaxglobalalpha.com/

governance/documents-administration/

In summary, these principally include:

— a schedule of matters reserved for the

Board which includes, but is not limited to:

– strategy and management;

– structure and capital;

– financial reporting and controls;

– internal and risk management controls;

– contracts and expenditure;

– Board membership and other

appointments;

– corporate governance matters; and

policies and codes.

— a Board management policy which

includes, but is not limited to:

– succession planning, including Board

composition and diversity guidelines;

– Director induction and training; and

– Board evaluation.

— a conflicts of interests policy;

— a disclosure panel policy;

— an anti-bribery and corruption policy;

— a share dealing code;

— an insider dealing and market abuse policy;

— a policy on the provision of non-audit

services; and

— a Responsible Investment policy

ADMINISTRATOR AND SECRETARY

The Company has appointed Aztec Financial

Services (Guernsey) Limited (“Aztec Group”)

as Administrator and Company Secretary of

the Company.

The Administrator is responsible for the

Company’s general administrative

requirements such as the calculation of the

Net Asset Value and Net Asset Value per

share and maintenance of the Company’s

accounting and statutory records. The

Administrator may delegate certain

accounting and bookkeeping services to

Apax Partners Fund Services Limited or other

such parties and/or Group entities, as

directed by the Company.

The Administrator is licensed by the GFSC

under the Protection of Investors (Bailiwick

of Guernsey) Law to act as “designated

administrator” under that law and provide

administrative services to closed-ended

investment funds.

In fulfilling the role of Company Secretary,

Aztec Group has due regard to the provisions

of the GFSC Code and the AIC Code and

statutory requirements in this respect.

REGISTRAR

Link Asset Services (“Link”) has been

appointed as Registrar of the Company.

The Registrar is licensed by the GFSC under

the POI Law to provide registrar services to

closed-ended investment funds.

INFORMATION AND SUPPORT

The Board ensures that it receives, in a timely

manner, information of an appropriate quality

to enable it to adequately discharge its

responsibilities. Papers are provided to the

Directors in advance of the relevant Board or

Committee meeting to enable them to make

further enquiries about any matters prior to

the meeting, should they so wish. This also

allows Directors who are unable to attend to

submit views in advance of the meeting.

The Company Secretary takes responsibility

for the distribution of board papers and aims

to circulate such papers at least five working

days prior to board or committee meetings.

The Board has adopted electronic board pack

software which aids in the efficiency and

adequacy of delivery of board papers.

ONGOING CHARGES

Ongoing charges to 31 December 2022

were 1.5% (31 December 2021: 1.3%).

The Company’s ongoing charges are

calculated in line with guidance issued by the

AIC. They comprise recurring costs such

as administration costs, management fees

paid to AGML and management fees paid to

the underlying Private Equity Funds’ general

partners. They specifically exclude deal costs,

taxation, financing costs, performance fees

and other non-recurring costs. Ongoing

charges is an APM, and a reconciliation to

the costs included in the financial statement

can be found on page 90.

MANAGEMENT AND PERFORMANCE FEES

Management fees for the year to

31 December 2022 represented 1.5% of NAV

and there was no performance fee payable.

Management fees represent fees paid to

both the Investment Manager and the Apax

Funds. No fees are paid to the Investment

Manager on Apax Funds where the Company

already pays a fee.

REVOLVING CREDIT FACILITY

AGA has a Revolving Credit Facility (“RCF”)

agreement with Credit Suisse AG, London

Branch with an evergreen structure which

wasupsized during the year from €140.0m

to€250.0m. Post year end, in January 2023,

AGA received notice that the RCF will revert

to a conventional fixed-term arrangement

with an expiry date of 10 January 2025. The

amended RCF was undrawn at 31 December

2022 and will continue to be used for the

Company’s general corporate purposes,

including short-term financing of investments

such as the drawdown on commitments to

the Apax Funds.

KEY INFORMATION DOCUMENT

In accordance with the EU Packaged Retail

and Insurance-based Investment Products

Directive Regulation which came into

effect as of 1 January 2018, AGA’s latest

Key Information Document is available on

the Company’s website at:

https://www.apaxglobalalpha.com/

investors/key-information-document/

In accordance with the UK Packaged Retail

andInsurance-based Investment Products

Regulation (as retained and amended following

the UK’s exit from the European Union), a new

UK KID document was published in December

2022. In addition, following the period end, a

revised EU KID was published in January 2023.

BOARD ATTENDANCE

A summary of the Directors’ attendance at

meetings which they were eligible to attend is

provided below. Eligibility to attend the

relevant meetings is shown in brackets.

ROLE

TOTAL

BOARD

TOTAL AUDIT

COMMITTEE

Tim Breedon 5 (7) n/a

Susie Farnon 7 (7) 8 (8)

Chris Ambler 7 (7) 8 (8)

Mike Bane 7 (7) 8 (8)

Stephanie Coxon 6 (7) 8 (8)

1. The Board will appoint committees of the Board on occasion

to deal with specific operational matters; these committees

are not established under separate terms of reference as

their appointment is conditional upon terms resolved by the

Board in formal Board meetings and authority conferred to

such committees will expire upon the due completion of the

duty for which they have been appointed. Such committees

are referred to as “other” committee meetings

2. The Chairman of the Company, Tim Breedon, whilst not

required to attend meetings of the Audit Committee, does

so on occasion, particularly where financial reports are being

reviewed.

FREQUENCY AND ATTENDANCE AT

BOARD AND COMMITTEE MEETINGS

The Board aims to meet formally at least four

times a year and met seven times in the year

from 1 January 2022 to 31 December 2022.

The Audit Committee aims to meet formally

at least four times a year as appropriate in

terms of the financial cycle of the Company

and met eight times in the year from

1 January 2022 to 31 December 2022.

ELECTION AND RE-ELECTION OF

DIRECTORS AT THE 2023 AGM

In accordance with the Company’s Articles of

Incorporation and the principles of the AIC

Code, all Directors of the Company will offer

themselves for re-election at the 2023 AGM.

Following the successful evaluation of the Board

as noted on page 43, it is proposed to

shareholders that each of Tim Breedon, Susie

Farnon, Chris Ambler, Mike Bane, and Stephanie

Coxon, be re-elected at the 2023 AGM.

IPO LOCK-UP ARRANGEMENTS

Certain existing and former Apax employees

acquired shares in the Company under a

share-for-share exchange agreement at IPO.

Those shareholders were subject to certain

lock-up arrangements in respect of the

shares issued to them for a period of either

five or ten years.

The five-year lock-up period expired on 15 June

2020, and those shares are therefore no longer

subject to the lock-up arrangements. On the

seventh anniversary of AGA’s IPO on 15 June

2022, a tranche of 20% of the Company’s

ordinary shares held by Apax executives was

released from the ten-year lock-up.

Apax Global Alpha Limited / Annual Report and Accounts 2022

Governance

AUDIT COMMITTEE REPORT

I am pleased to present

the Audit Committee

report for 2022 detailing

the activities undertaken

this year to fulfil its

responsibilities.

SUSIE FARNON

Non-Executive Director

THE MAIN AREAS OF ACTIVITY FOR

THE AUDIT COMMITTEE HAVE BEEN:

reviewing in detail the content of the

interim report and this annual report,

the work of the service providers in

producing them and the results of the

external audit;

considering those areas of judgement

or estimation arising from the

application of International Financial

Reporting Standards to the Company’s

activities and documenting the

rationale for the decisions made and

estimation techniques selected. This

includes the valuation of investments;

keeping under review the policy on the

supply of non-audit services by the

external auditor, which has taken into

account ethical guidance and related

legislation;

conducting an annual review of the

audit quality and performance of the

external auditor, which has included a

general review of the coordination of

the external audit function with the

activities of the Company, any

appropriate internal controls, and the

suitability and independence of the

external auditor;

keeping under review the risk review

and control framework with the

assistance of the Investment Manager

and the Company Secretary;

meeting with the external auditor,

KPMG Channel Islands Limited

(“KPMG”), to review and discuss their

independence, objectivity and

proposed scope of work for their

review of the interim report and their

audit of this annual report and

accounts; and

meeting with the Company’s principal

service providers to review the controls

and procedures operated by them to

ensure that the Company’s operational

risks are properly managed and that its

financial reporting is complete,

accurate and reliable; and

keeping under review the ESG efforts

and commitment to Responsible

Investing.

The scope of the Committee with respect

to internal control does not include

controls relating to risks arising from the

Company’s investment portfolio. Such

risks are overseen directly by the Board,

which sets policies in this area to govern

the day-to-day management of these

risks by the Investment Manager.

MEMBERSHIP AND ATTENDANCE

The Audit Committee membership

currently consists of Susie Farnon, Chris

Ambler, Mike Bane, and Stephanie Coxon.

A summary of meetings held during the

year and attendance at those meetings is

available on page 48.

The Chairman of the Company, Tim

Breedon, whilst not required to attend

meetings of the Audit Committee, does so

on occasion, particularly in meetings where

financial reports are reviewed.

ROLE OF THE AUDIT COMMITTEE

The Audit Committee is appointed under

terms of reference from the Board of

Directors, available on the Company’s

website at:

https://www.apaxglobalalpha.com/

governance/documents-administration/

REVIEW OF AREAS FOR

JUDGEMENT OR ESTIMATION

The Audit Committee has determined that

the key area for judgement and estimation

is the fair value of the Company’s investment

portfolio. For investments not traded in an

active market, the fair value is determined

by using valuation techniques and

methodologies, as deemed appropriate

bythe Investment Manager. These

assumptions may give rise to valuations that

differ from amounts realised in the future.

The Audit Committee has also considered

the calculation of the performance fee to be

an area of judgement given the complexity

of the calculation. Further details and

considerations of the Committee are set

out overleaf.

VALUATION OF INVESTMENTS

The valuation of investments is a

significant area of judgement in the

preparation of the financial statements and

performance reporting and represents a

particular focus for the Audit Committee.

The Audit Committee is satisfied that it is

reasonable overall and has been prepared

in accordance with the Company’s stated

accounting policies.

The majority of Derived Equity Investments

held by the Company, and certain

investments underlying the Company’s

Private Equity positions, are quoted and

have a ready market, leaving the focus of

the Audit Committee on the other Private

Equity and Derived Debt Investments

which are illiquid and valued less easily.

At each quarterly valuation point, and

particularly at the year end, members of

the Audit Committee reviewed the detailed

valuation schedules prepared by the

Investment Manager.

Discussions were also held with the

Investment Manager, Investment Advisor

and the external auditor (in respect of the

interim and year end valuations only). The

aim of these reviews and discussions was

to ensure, as far as possible, that the

valuations were prepared in line with the

valuation process and methodology set

out in the Company’s accounting policies.

No material discrepancies were identified.

The valuation of the Derived Investments

and Private Equity has been reviewed by

the external auditor who has reported to

the Committee and the Board on whether,

in their opinion, the valuations used are

reasonable and in accordance with the

stated accounting policies.

PERFORMANCE FEE

The basis for calculation of the performance

fee due to the Investment Manager is

summarised in the notes to the financial

statements. Although this fee may not always

be material to the financial performance or

position of the Company, it is payable to the

Investment Manager, and therefore the Audit

Committee considers it important by nature.

The Audit Committee generally

commissions a specific report on the

calculation of the fee prior to payment. At

31 December 2022, there was no

performance fee payable.

EXTERNAL AUDIT

KPMG has been the Company’s external

auditor since 2015. During the year, and

up to the date of this report, the Audit

Committee has met formally with KPMG

on 4 occasions and, in addition, the

Chairman and other members of the

Audit Committee met them informally

on a number of occasions during the period.

These informal meetings have been held

to ensure the Audit Committee is kept up

to date with the progress of their work and

that their formal reporting meets the Audit

Committee’s needs.

The formal meetings included detailed

reviews of the proposed scope of the work

to be performed by the auditor in their

review of the Company’s report for the

period to 30 June 2022 and in their audit for

the year ended 31 December 2022. They

also included detailed reviews of the results

of this work, their findings and observations.

I am pleased to report that there are no

matters arising that should be brought to the

attention of shareholders.

The Audit Committee has also reviewed

KPMG’s report on their own independence

and objectivity, including their team

structure for the audit of the Company and

of the underlying Apax Funds, and the level

of non-audit services provided by them. In

addition, the Audit Committee assessed

the audit quality and effectiveness of KPMG

as the Company’s external auditor.

The Company has a policy in place to ensure

the independence and integrity of the

external auditor, where non-audit services

are to be provided by them. In the first

instance, all non-audit services require

pre-approval of the Chairman of the Audit

Committee and/or the Chairman of the

Board. Full consideration of the financial

and other implications on the independence

of the auditor arising from any such

engagement are considered before

proceeding. Note 6 of the financial

statements includes a summary of fees

paid to KPMG.

The Audit Committee has concluded that

KPMG are independent and objective, carry

out their work to a high standard and provide

concise and useful reporting. Accordingly,

the Audit Committee has recommended

to the Board that KPMG be put forward to

shareholders for reappointment at the

next AGM.

RISK MANAGEMENT, INTERNAL

CONTROLS AND CORPORATE RISKS

An outline of the risk management

framework and principal risks is provided

on pages 32 to 35.

The Audit Committee has kept, and

continues to keep, under review financial

risks, operational risks and emerging risks,

which includes reviewing and obtaining

assurances from key service providers in

respect of the controls for which they are

responsible. The Audit Committee has not

identified any areas of concern as a result.

SERVICE PROVIDERS

The Audit Committee has met regularly with

the key service providers (besides KPMG)

involved in the preparation of the Company’s

reporting to its shareholders and in the

operation of controls on its behalf, the

Administrator and sub-Administrator, both

of whom have attended each formal Audit

Committee meeting as well as other

informal meetings. Through these meetings,

supported by review and challenge of

supporting documentation, the Audit

Committee has satisfied itself, as far as is

possible in the circumstances of a Company

with outsourced functions, that financial and

operational risks facing the Company are

appropriately managed and controlled.

ADJUSTED AND UNADJUSTED

DIFFERENCES IN THE FINANCIAL

STATEMENTS

The external auditor, KPMG, has reported

to the Audit Committee that they found no

reportable differences during the course

of their audit work.

WHISTLEBLOWING

The Company does not have any

employees. Each of the service providers

has whistleblowing policies in place.

ANTI-BRIBERY AND CORRUPTION

The Company has a zero tolerance approach

to bribery and corruption, in line with the

UK Bribery Act 2010. An anti-bribery and

corruption policy has been adopted and

is kept under review.

ANNUAL REPORT

The Audit Committee members have each

reviewed this annual report and earlier drafts

of it in detail, comparing its content with

their own knowledge of the Company,

reporting requirements and shareholder

expectations. Formal meetings of the Audit

Committee have also reviewed the report

and its content and have received reports

and explanations from the Company’s

service providers about the content and the

financial results.

The Audit Committee has concluded that

the annual report, taken as a whole, is fair,

balanced and understandable, and that the

Board can reasonably and with justification

make the statement of Directors’

responsibilities on page 55.

AUDIT COMMITTEE REPORT CONTINUED

Apax Global Alpha Limited / Annual Report and Accounts 2022

Governance

DIRECTORS’ REMUNERATION REPORT

Provisions relating to Executive Directors’

remuneration are not deemed relevant

to AGA, being an externally managed

investment company with a Board

comprised wholly of Non-Executive

Directors.

In particular, the Company’s day-to-day

management and administrative functions

are outsourced to third parties. As a result,

the Company has no Executive Directors,

employees, or internal operations. The

Company has therefore not reported

further in respect of these provisions.

REMUNERATION REPORT

The Directors who served in the period

from 1 January 2022 to 31 December 2022

received the fees detailed in the table below.

No taxable benefits were paid to Directors

in respect of this period and no

remuneration above that was paid to the

Directors for their services. Remuneration

paid reflects the duties and responsibilities

of the Directors and the value of their time.

No element of the Directors’ remuneration

is performance related.

DIRECTORS’ FEES AND EXPENSES

Fees are pro-rated where an appointment

takes place during a financial year. None of

the fees disclosed below were payable to

third parties by the Company. Chris Ambler

is obliged to pay 20% of the fee he receives

from the Company for his services as a

Non-Executive Director to a third party,

being the company to which he is appointed

as an Executive Director.

The Directors are entitled to be reasonably

reimbursed for expenses incurred in the

exercise of their duties as Directors. The

Board currently comprises five Directors.

There has been no change to individual

Directors’ fees since IPO.

However, the remuneration cap was

increased to £395,000 at the 2022 AGM to

provide flexibility around the retirement of

certain long-serving Board members in due

course.

Expenses paid to the Directors in the period

are listed in the table below.

Directors are remunerated

in the form of fixed fees

DIRECTORS’ FEES AND EXPENSES FOR THE YEAR TO 31 DECEMBER 2022

DIRECTOR

FEES

(GBP)

EXPENSES

(GBP)

FEES

(EUR)

EXPENSES

(EUR)

Tim Breedon 125,000 – 143,787 –

Susie Farnon 55,000 965 63,266 1,108

Chris Ambler 45,000 320 51,763 375

Mike Bane 45,000 – 51,763 –

Stephanie Coxon 45,000 703 51,763 805

Total 315,000 1,988 362,342 2,288

DIRECTORS’ HOLDINGS AT 31 DECEMBER 2022

DIRECTOR CLASS OF SHARE

HELD

VOTING RIGHTS % OF VOTING RIGHTS

DIRECT INDIRECT DIRECT INDIRECT

Tim Breedon Ordinary shares of NPV

70,000 70,000 – 0.014% 0.000%

Susie Farnon Ordinary shares of NPV

43,600 43,600 – 0.009% 0.000%

Chris Ambler Ordinary shares of NPV

33,796 33,796 – 0.007% 0.000%

Mike Bane Ordinary shares of NPV

18,749 18,749 – 0.004% 0.000%

Stephanie Coxon Ordinary shares of NPV

10,000 10,000 – 0.002% 0.000%

1. No par value

REMUNERATION POLICY

The Company’s remuneration policy

isthat fees payable to Directors

shouldreflect thetime they spend

onthe Company’s affairs and the

responsibilities they bear. The fees

should also be sufficient to attract,

retain, and motivateDirectors of

aquality requiredtorun the

Companysuccessfully.

DIRECTORS’ REPORT

LISTING ON THE LONDON

STOCK EXCHANGE

On 15 June 2015, the entire issued ordinary

share capital of the Company was admitted

to the Premium Listing segment of the

Official List of the Financial Conduct

Authority and to unconditional trading

on the London Stock Exchange’s Main

Market for listed securities.

DIVIDEND

The Directors have approved a dividend of

5.82 pence per share as a final dividend in

respect of the financial period ended

31 December 2022 (2021: 6.36 pence). An

interim dividend of 6.00 pence was paid on

23 September 2022 (2021: 5.97 pence).

BOARD OF DIRECTORS

Biographies of the Board of Directors,

including details of their relevant experience,

are available on the Company’s website at:

www.apaxglobalalpha.com/who-we-are/

board-of-directors/

The Non-Executive Directors do not have

service agreements.

POWER OF DIRECTORS

The business of the Company is managed

by the Directors who may exercise all the

powers of the Company, subject to any

relevant legislation, any directions given

by the Company by passing a special

resolution and to the Company’s Articles

of Incorporation (the “Articles”). The Articles,

for example, contain specific provisions

concerning the Company’s power to

borrow money and issue shares.

APPOINTMENT AND

REMOVAL OF DIRECTORS

Rules relating to the appointment and

removal of the Directors are contained

within the Company’s Articles, which can be

found in full on the Company’s website at:

https://www.apaxglobalalpha.com/

governance/documents-administration/

AMENDMENT OF ARTICLES

OF INCORPORATION

The Company may only make amendments

to the Articles of Incorporation of the

Company by way of special resolution

of the shareholders, in accordance with

The Companies (Guernsey) Law, 2008,

as amended.

EMPLOYEES

The Company does not have any employees.

POLITICAL DONATIONS

AND EXPENDITURE

The Company has made no political

donations in the period since incorporation

or since admission.

SHARE CAPITAL

As at the date of this report, the Company

had an issued share capital of €873.8m.

The rights attaching to the shares are set

out in the Articles of Incorporation. There

are no restrictions on the transfer of

ordinary shares in the capital of the

Company other than those which may be

imposed by law from time to time. There are

no special control rights in relation to the

Company’s shares and the Company is not

aware of any agreements between holders

of securities that may result in restrictions

on the transfer of securities or on voting

rights, except for the lock-ups agreed at the

time of admission as set out in the

prospectus. In accordance with the

Disclosure Guidance and Transparency

Rules, Board members and certain

employees of the Company’s service

providers are required to seek approval to

deal in the Company’s shares.

ALLOTMENT OF SHARES

AND PRE-EMPTION RIGHTS

Details of the Company’s ability to allot

shares and pre-emption rights are included

in the Articles of Incorporation.

VOTING RIGHTS

In a general meeting of the Company, on a

show of hands, every member who is

present in person or by proxy and entitled to

vote shall have one vote. On a poll, every

member who is present in person or by proxy

shall have one vote for every share of which

they are the holder.

RESTRICTIONS ON VOTING

Unless the Directors otherwise determine,

a shareholder shall not be entitled to vote

either personally or by proxy:

— if any call or other sum currently payable

to the Company in respect of that share

remains unpaid; or

— having been duly served with a notice

requiring the disclosure of a member’s

interests given under article 10 of the

Articles of Incorporation of the Company,

and has failed to do so within 14 days, in

a case where the shares in question

represent at least 0.25% of the number

of shares in issue of the class of shares

concerned, or within 28 days, in any other

case, from the date of such notice.

DIRECTORS’ INTEREST IN SHARES

The Directors’ share interests in the

Company are detailed on the prior page.

MATERIAL INTERESTS IN SHARES

The Company has been notified in

accordance with DTR 5 of the Disclosure

Guidance and Transparency Rules of the

interests in its issued ordinary shares as

at 31 December 2022 detailed in the table

on page 53.

The Directors submit their annual report together

with the audited financial statements of the

Company for the year ended 31 December 2022.

The Company’s registered office and principal place of business is East Wing, Trafalgar Court,

Les Banques, St Peter Port, Guernsey GY1 3PP.

Apax Global Alpha Limited / Annual Report and Accounts 2022

Governance

SIGNIFICANT AGREEMENTS

The following agreements are considered

significant to the Company:

— AGML as Investment Manager under

the terms of the Investment

Management Agreement;

— Aztec Group as Administrator, Company

Secretary and Depositary under the

Administration Agreement and

Depositary Agreement;

— Link as Registrar under the Registration

Agreement;

— Jefferies International as corporate

broker; and

— KPMG as appointed external auditor.

COMPENSATION FOR LOSS OF OFFICE

There are no agreements between the

Company and its Directors providing for

compensation for loss of office that

occurs because of a change of control.

DISCLOSURES REQUIRED

UNDER LISTING RULE 9.8.4R

There are no disclosures required

under Listing Rule section 9.8.4R.

EVENTS AFTER THE REPORTING PERIOD

The Audit Committee noted that there

were two post-balance sheet events:

— on 2 March 2023, the Board of Directors

announced a dividend of 5.82 pence per

share in respect of the financial period

ended 31 December 2022.

— Notice was received from Credit Suisse

AG, London Branch which converts the

current RCF agreement with an evergreen

structure, which was upsized during the

year, to a conventional fixed-term

arrangement with an expiry date of

10 January 2025. The amended RCF was

undrawn at 31 December 2022 and will

continue to be used for the Company’s

general corporate purposes, including

short-term financing of investments such

as the drawdown on commitments to the

Apax Funds.

GOING CONCERN

After making enquiries and given the nature

of the Company and its investments, the

Directors, after due consideration, conclude

that the Company should be able to

continue for the foreseeable future.

In reaching this conclusion, the Board is

mindful of the nature of the Company’s

assets and ability to meet its liabilities as

they fall due. Further details of the Board’s

considerations in relation to going concern are

set out in note 2 to the financial statements.

Accordingly, they are satisfied that it is

appropriate to adopt the going concern

basis in preparing these financial statements.

DISCLOSURE OF INFORMATION

TO THE AUDITOR

Having made enquiries of fellow Directors

and key service providers, each of the

Directors confirms that:

— to the best of their knowledge and belief,

there is no relevant audit information of

which the Company’s auditor is unaware;

and

— they have taken all the steps a Director

might reasonably be expected to have

taken to be aware of relevant audit

information and to establish that the

Company’s auditor is aware of that

information.

REAPPOINTMENT OF AUDITOR

Resolutions for the reappointment of KPMG

Channel Islands Limited as the auditor of the

Company and to authorise the Directors to

determine its remuneration are to be

proposed at the next AGM.

AGM

The next AGM will be held on 3 May 2023 at

11.15am (UK time) at East Wing, Trafalgar

Court, Les Banques, St Peter Port,

Guernsey, Channel Islands GY1 3PP.

The notice, agenda and form of proxy will

becirculated to shareholders at least 21

working days prior to the AGM and will be

made available on the UK National Storage

Mechanism and the Company’s website at:

www.apaxglobalalpha.com/investors/

results-reports-presentations/

We hope to welcome shareholders to attend

the AGM in person. Shareholders will also be

able to dial in remotely to listen to the AGM

and can submit questions in advance to the

Company Secretary by email at:

AGA-admin@aztecgroup.co.uk

The Directors’ report has been approved by

the Board and is signed on its behalf by:

TIM BREEDON CBE

Chairman

1 March 2023

TABLE OF SHAREHOLDERS OVER 5% AT 31 DECEMBER 2022

DIRECTOR CLASS OF SHARE SHARES HELD

VOTING RIGHTS % OF VOTING RIGHTS

DIRECT INDIRECT DIRECT INDIRECT THRESHOLD

Berlinetta Limited Ordinary shares of NPV

28,984,912 28,984,912 – 5.9% - 5%

Witan Investment Trust Ordinary shares of NPV

27,890,000 27,890,000 – 5.7% - 5%

1. The figures shown above reflect the position of the shareholders as most recently disclosed to and by the Company pursuant to DTR 5.1 (Notification of the acquisition or dispsal of major

shareholdings) and may not reflect the actual or current position of the shareholders as at the date of this report

2. No par value

VIABILITY STATEMENT

As stated on page 1 the investment

objective of the Company is to provide

shareholders with capital appreciation from

its investment portfolio and regular

dividends. The Company’s investment

performance depends upon the

performance of its portfolio of Private Equity

and Derived Investments. The Directors, in

assessing the viability of the Company, have

paid particular attention to the risks faced by

the Company in seeking to achieve its stated

objectives. The principal risks are set out on

pages 32 to 35. The Board has established a

risk management framework within which

the Investment Manager operates and which

is intended to identify, measure, monitor,

report and, where appropriate, mitigate the

risks to the Company’s investment

objective.

The Directors confirm that their assessment

of the emerging and principal risks facing

theCompany was robust and in doing so

they have considered models projecting

future cash flows during the three years to

31 December 2025. These models have also

been stress tested to reflect the impact on

the portfolio of some severe but plausible

scenarios similar to those experienced by

investment markets recently and historically.

The projections consider cash balances,

covenants, limits, the split of the investment

portfolio, and commitments to existing

andfuture Apax Funds. The stress testing

examines the potential impact of the

principal risks occurring individually

andtogether.

These projections are based on the

Investment Manager’s expectations of

future investment performance, income

andcosts. The viability assessment covers

aperiod of three years, which reflects the

average holding period of Derived

Investments and the expected period

between the launch of new buyout funds

byApax Partners.

The Company also has access to a

significant credit facility to enable it to

manage cash demands without resorting to

urgent sales of its less liquid portfolio assets.

As at 31 December 2022, the RCF was

undrawn. The Directors note that though

the current RCF is expected to expire on

12 January 2025, it is the Company’s

expectation that this would be refinanced in

the normal course of business ahead of

expiry. Diversification of the portfolio, split

between Private Equity and Derived

Investments, also helps the Company

withstand the risks it is most likely to meet.

The continuation of the Company in its

present form is dependent on the

Investment Management Agreement (“IMA”)

with the Investment Manager remaining in

place. The Directors note that the IMA with

the Investment Manager is terminable with

aminimum of one year’s notice by either

party. The Directors have no current reason

to believe that either the Company or the

Investment Manager would serve notice of

termination of the IMA during the three-year

period covered by this viability statement.

The initial term of the IMA was six years and

it was automatically renewed on 15 June

2021 for another six years.

The Articles require that the Directors put a

discontinuation resolution to the AGM every

three years, and a resolution was last put

forward at the 2021 AGM. The Directors

were pleased with the result of the 2021

resolution, where 99.8% of votes cast

supported a continuation of the Company.

The next resolution will be put forward at the

2024 AGM.

The Directors, having duly considered the

risks facing the Company, their mitigation

and the cash flow modelling, have a

reasonable expectation that the Company

will be able to continue in operation and

meet its liabilities as they fall due over the

three-year period of their assessment. For

more information on how AGA is satisfied

with its ability to operate as a going concern,

see page 64.

The Directors have duly

considered the risks

facing the Company.

Apax Global Alpha Limited / Annual Report and Accounts 2022

Governance

STATEMENT OF DIRECTORS’ RESPONSIBILITIES

ANNUAL REPORT AND

FINANCIAL STATEMENTS

The Directors are responsible for preparing

the annual report and financial statements

in accordance with applicable law and

regulations.

Company Law requires the Directors to

prepare financial statements for each

financial year. Under that law they are

required to prepare financial statements

that show a true and fair view. The Directors

have chosen to prepare the financial

statements in accordance with International

Financial Reporting Standards (“IFRS”) as

adopted by the EU to meet the requirements

of applicable law and regulations.

Under Company Law, the Directors must not

approve the financial statements unless

they are satisfied that they give a true and

fair view of the state of affairs of the

Company and of the profit or loss of the

Company for that period. In preparing these

financial statements, the Directors are

required to:

— select suitable accounting policies and

apply them consistently;

— make judgements and estimates that

are reasonable, relevant and reliable;

— state whether applicable accounting

standards have been followed, subject

to any material departures disclosed and

explained in the financial statements;

— assess the Company’s ability to continue

as a going concern, disclosing, as

applicable, matters related to going

concern; and

— use the going concern basis of

accounting unless they either intend to

liquidate the Company or to cease

operations, or have no realistic

alternative but to do so.

The Directors are responsible for keeping

proper accounting records, that are

sufficient to show and explain the

Company’s transactions and disclose with

reasonable accuracy at any time the financial

position of the Company and to enable them

to ensure that the financial statements

comply with the Companies (Guernsey) Law,

2008 (as amended). They are responsible for

such internal control as they determine is

necessary to enable the preparation of

financial statements that are free from

material misstatement, whether due

to fraud or error. They have general

responsibility for taking such steps as are

reasonably open to them to safeguard the

assets of the Company and to prevent and

detect fraud and other irregularities.

The Directors are responsible for the

maintenance and integrity of the corporate

and financial information included on the

Company’s website. Legislation in Guernsey

governing the preparation and

dissemination of financial statements may

differ from legislation in other jurisdictions.

RESPONSIBILITY STATEMENT OF

THE DIRECTORS IN RESPECT OF

THE ANNUAL FINANCIAL REPORT

The annual report and financial statements

are the responsibility of, and have been

approved by the Directors who confirm,

to the best of their knowledge and belief,

that they have complied with the above

requirements in preparing the financial

statements.

During the course of this assessment,

the Directors have received input from

the Audit Committee, the Investment

Manager, the Investment Advisor, the

Company Secretary and Administrator,

and the Directors confirm that:

— the annual report includes a fair review

of the development and performance

of the business and the position of the

Company, together with a description

of the principal risks and uncertainties

that the Company faces;

— the financial statements, prepared in

accordance with IFRS adopted by the

EU, give a true and fair view of the assets,

liabilities, financial position and results

of the Company, taken as a whole, as

required by DTR 4.1.6, and are in

compliance with the requirements

set out in the Companies (Guernsey)

Law 2008 (as amended); and the annual

report and financial statements, taken as

a whole, provide the information

necessary to assess the Company’s

position and performance, business

model and strategy, and is fair, balanced

and understandable.

Signed on behalf of the Board of Directors

TIM BREEDON CBE

Chairman

1 March 2023

SUSIE FARNON

Non-Executive Director

1 March 2023

Apax Global Alpha Limited / Annual Report and Accounts 2022

OUR OPINION IS UNMODIFIED

We have audited the financial statements of Apax Global Alpha Limited (the “Company”), which comprise the statement of financial position as at

31 December 2022, the statements of profit or loss and other comprehensive income, changes in equity and cash flows for the year then ended, and

notes, comprising significant accounting policies and other explanatory information.

In our opinion, the accompanying financial statements:

– give a true and fair view of the financial position of the Company as at 31 December 2022, and of the Company’s financial performance and cash

flows for the year then ended;

– are prepared in accordance with International Financial Reporting Standards as adopted by the EU; and

– comply with the Companies (Guernsey) Law, 2008.

BASIS FOR OPINION

We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities

are described below. We have fulfilled our ethical responsibilities under, and are independent of the Company in accordance with, UK ethical

requirements including the FRC Ethical Standard as required by the Crown Dependencies’ Audit Rules and Guidance. We believe that the audit

evidence we have obtained is a sufficient and appropriate basis for our opinion.

KEY AUDIT MATTERS: OUR ASSESSMENT OF THE RISKS OF MATERIAL MISSTATEMENT

Key audit matters are those matters that, in our professional judgment, were of most significance in the audit of the financial statements and include

the most significant assessed risks of material misstatement (whether or not due to fraud) identified by us, including those which had the greatest

effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement team. These matters were

addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate

opinion on these matters. In arriving at our audit opinion above, the key audit matter was as follows (unchanged from 2021):

THE RISK OUR RESPONSE

VALUATION OF FINANCIAL ASSETS

AND LIABILITIES HELD AT FAIR

VALUE THROUGH PROFIT OR LOSS

(“INVESTMENTS”)

Financial assets - €1,241,200,000

Financial liabilities - (€6,063,000)

(2021 Financial assets - €1,349,477,000)

(2021 Financial liabilities - (€1,067,000))

Refer to page 50 of the Audit Committee

Report, note 3 (Subsequent measurement

of financial instruments), note 4 (Critical

accounting estimates and judgements),

note 8 (Investments) and note 13 (Fair value

estimation).

BASIS:

As at 31 December 2022, the Company had

invested the equivalent of 95% of its net

assets in private equity funds advised by the

Company’s Investment Advisor (“Private

Equity Investments”) and in equities and debt

in public and private companies (“Derived

Investments”).

The Company’s holdings in Private

Equity Investments (representing 71% of

Investments) are valued based on the net

asset values provided by the underlying funds’

general partners, adjusted if considered

necessary by the Board of Directors, including

any adjustment necessary for carried interest.

The Company’s holdings in quoted equities

(representing 1% of Investments) are valued

based on the bid or last traded price depending

upon the convention of the exchange on which

the investment is quoted.

The Company’s holdings in unquoted debt and

equities (representing 28% of Investments) are

valued based on models that take into account

the factors relevant to each investment and

use relevant third party market data where

available.

RISK:

The valuation of the Company’s Investments is

considered a significant area of our audit, given

that it represents the majority of the net assets

of the Company and in view of the significance

of estimates and judgements that may be

involved in the determination of fair value.

Our audit procedures included:

INTERNAL CONTROLS:

We assessed the design and implementation

of the Investment Manager’s review control in

relation to the valuation of Investments.

CHALLENGING MANAGEMENTS’

ASSUMPTIONS AND INPUTS INCLUDING

USE OF KPMG VALUATION SPECIALISTS:

For Private Equity Investments, we agreed the

fair values to capital account or other similar

statements (“Statements”) received from the

underlying funds’ general partners. For the

majority of Private Equity Investments, we

obtained the coterminous audited financial

statements and agreed the audited net asset

value to the Statements. In order to assess

whether the fair value required adjustment, we

considered: the basis of preparation together

with accounting policies applied; and whether

the audit opinion was modified.

For Derived Investments, we used our own

valuation specialist to independently price 100%

of quoted equities and 100% of unquoted debt

based on third party data sources.

ASSESSING DISCLOSURES:

We also considered the Company’s disclosures

(see note 4) in relation to the use of estimates

and judgements regarding the fair value of

investments and the Company’s investment

valuation policies adopted and fair value

disclosures in note 3, note 8 and note 13

for compliance with International Financial

Reporting Standards as adopted by the EU.

INDEPENDENT AUDITOR’S REPORT

to the members of Apax Global Alpha Limited

Financial statements

OUR APPLICATION OF MATERIALITY AND AN OVERVIEW OF THE SCOPE OF OUR AUDIT

Materiality for the financial statements as a whole was set at €27,800,000, determined with reference to a benchmark of net assets of

€1,299,376,000, of which it represents approximately 2% (2021: 2%).

In line with our audit methodology, our procedures on individual account balances and disclosures were performed to a lower threshold, performance

materiality, so as to reduce to an acceptable level the risk that individually immaterial misstatements in individual account balances add up to a

material amount across the financial statements as a whole. Performance materiality for the Company was set at 75% (2021: 75%) of materiality for

the financial statements as a whole, which equates to €20,800,000. We applied this percentage in our determination of performance materiality

because we did not identify any factors indicating an elevated level of risk.

We reported to the Audit Committee any corrected or uncorrected identified misstatements exceeding €1,300,000, in addition to other identified

misstatements that warranted reporting on qualitative grounds.

Our audit of the Company was undertaken to the materiality level specified above, which has informed our identification of significant risks of material

misstatement and the associated audit procedures performed in those areas as detailed above.

GOING CONCERN

The directors have prepared the financial statements on the going concern basis as they do not intend to liquidate the Company or to cease its

operations, and as they have concluded that the Company’s financial position means that this is realistic. They have also concluded that there are no

material uncertainties that could have cast significant doubt over its ability to continue as a going concern for at least a year from the date of approval

of the financial statements (the “going concern period”).

In our evaluation of the directors’ conclusions, we considered the inherent risks to the Company’s business model and analysed how those risks

might affect the Company’s financial resources or ability to continue operations over the going concern period. The risks that we considered most

likely to affect the Company’s financial resources or ability to continue operations over this period were:

– availability of capital to meet operating costs and other financial commitments; and

– the recoverability of financial assets subject to credit risk.

We considered whether these risks could plausibly affect the liquidity in the going concern period by comparing severe, but plausible downside

scenarios that could arise from these risks individually and collectively against the level of available financial resources indicated by the Company’s

financial forecasts.

We considered whether the going concern disclosure in note 2 to the financial statements gives a full and accurate description of the directors’

assessment of going concern.

Our conclusions based on this work:

– we consider that the directors’ use of the going concern basis of accounting in the preparation of the financial statements is appropriate;

– we have not identified, and concur with the directors’ assessment that there is not, a material uncertainty related to events or conditions that,

individually or collectively, may cast significant doubt on the Company’s ability to continue as a going concern for the going concern period; and

– we have nothing material to add or draw attention to in relation to the directors’ statement in the notes to the financial statements on the use of

the going concern basis of accounting with no material uncertainties that may cast significant doubt over the Company’s use of that basis for the

going concern period, and that statement is materially consistent with the financial statements and our audit knowledge.

However, as we cannot predict all future events or conditions and as subsequent events may result in outcomes that are inconsistent with

judgements that were reasonable at the time they were made, the above conclusions are not a guarantee that the Company will continue in

operation.

FRAUD AND BREACHES OF LAWS AND REGULATIONS – ABILITY TO DETECT

IDENTIFYING AND RESPONDING TO RISKS OF MATERIAL MISSTATEMENT DUE TO FRAUD

To identify risks of material misstatement due to fraud (“fraud risks”) we assessed events or conditions that could indicate an incentive or pressure to

commit fraud or provide an opportunity to commit fraud. Our risk assessment procedures included:

– enquiring of management as to the Company’s policies and procedures to prevent and detect fraud as well as enquiring whether management

have knowledge of any actual, suspected or alleged fraud;

– reading minutes of meetings of those charged with governance; and

– using analytical procedures to identify any unusual or unexpected relationships.

Apax Global Alpha Limited / Annual Report and Accounts 2022

As required by auditing standards, we perform procedures to address the risk of management override of controls, in particular the risk that

management may be in a position to make inappropriate accounting entries. On this audit we do not believe there is a fraud risk related to revenue

recognition because the Company’s revenue streams are simple in nature with respect to accounting policy choice, and are easily verifiable to

external data sources or agreements with little or no requirement for estimation from management. We did not identify any additional fraud risks.

We performed procedures including:

– Identifying journal entries and other adjustments to test based on risk criteria and comparing any identified entries to supporting documentation;

and

– incorporating an element of unpredictability in our audit procedures.

IDENTIFYING AND RESPONDING TO RISKS OF MATERIAL MISSTATEMENT DUE TO NON-COMPLIANCE WITH LAWS AND REGULATIONS

We identified areas of laws and regulations that could reasonably be expected to have a material effect on the financial statements from our sector

experience and through discussion with management (as required by auditing standards), and from inspection of the Company’s regulatory and

legal correspondence, if any, and discussed with management the policies and procedures regarding compliance with laws and regulations. As the

Company is regulated, our assessment of risks involved gaining an understanding of the control environment including the entity’s procedures for

complying with regulatory requirements.

The Company is subject to laws and regulations that directly affect the financial statements including financial reporting legislation and taxation

legislation and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial statement

items.

The Company is subject to other laws and regulations where the consequences of non-compliance could have a material effect on amounts or

disclosures in the financial statements, for instance through the imposition of fines or litigation or impacts on the Company’s ability to operate.

We identified financial services regulation as being the area most likely to have such an effect, recognising the regulated nature of the Company’s

activities and its legal form. Auditing standards limit the required audit procedures to identify non-compliance with these laws and regulations

to enquiry of management and inspection of regulatory and legal correspondence, if any. Therefore if a breach of operational regulations is not

disclosed to us or evident from relevant correspondence, an audit will not detect that breach.

CONTEXT OF THE ABILITY OF THE AUDIT TO DETECT FRAUD OR BREACHES OF LAW OR REGULATION

Owing to the inherent limitations of an audit, there is an unavoidable risk that we may not have detected some material misstatements in the financial

statements, even though we have properly planned and performed our audit in accordance with auditing standards. For example, the further

removed non-compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely the

inherently limited procedures required by auditing standards would identify it.

In addition, as with any audit, there remains a higher risk of non-detection of fraud, as this may involve collusion, forgery, intentional omissions,

misrepresentations, or the override of internal controls. Our audit procedures are designed to detect material misstatement. We are not responsible

for preventing non-compliance or fraud and cannot be expected to detect non-compliance with all laws and regulations.

OTHER INFORMATION

The directors are responsible for the other information. The other information comprises the information included in the annual report but does not

include the financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and

we do not express an audit opinion or any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether

the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be

materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are

required to report that fact. We have nothing to report in this regard.

DISCLOSURES OF EMERGING AND PRINCIPAL RISKS AND LONGER TERM VIABILITY

We are required to perform procedures to identify whether there is a material inconsistency between the directors’ disclosures in respect of

emerging and principal risks and the viability statement, and the financial statements and our audit knowledge. We have nothing material to add or

draw attention to in relation to:

– the directors’ confirmation within the Viability Statement (page 54) that they have carried out a robust assessment of the emerging and principal

risks facing the Company, including those that would threaten its business model, future performance, solvency or liquidity;

– the emerging and principal risks disclosures describing these risks and explaining how they are being managed or mitigated;

– the directors’ explanation in the Viability Statement (page 54) as to how they have assessed the prospects of the Company, over what period they

have done so and why they consider that period to be appropriate, and their statement as to whether they have a reasonable expectation that

the Company will be able to continue in operation and meet its liabilities as they fall due over the period of their assessment, including any related

disclosures drawing attention to any necessary qualifications or assumptions.

We are also required to review the Viability Statement, set out on page 54 under the Listing Rules. Based on the above procedures, we have

concluded that the above disclosures are materially consistent with the financial statements and our audit knowledge.

INDEPENDENT AUDITOR’S REPORT CONTINUED

Financial statements

CORPORATE GOVERNANCE DISCLOSURES

We are required to perform procedures to identify whether there is a material inconsistency between the directors’ corporate governance

disclosures and the financial statements and our audit knowledge.

Based on those procedures, we have concluded that each of the following is materially consistent with the financial statements and our audit

knowledge:

– the directors’ statement that they consider that the annual report and financial statements taken as a whole is fair, balanced and understandable,

and provides the information necessary for shareholders to assess the Company’s position and performance, business model and strategy;

– the section of the annual report describing the work of the Audit Committee, including the significant issues that the audit committee considered

in relation to the financial statements, and how these issues were addressed; and

– the section of the annual report that describes the review of the effectiveness of the Company’s risk management and internal control systems.

We are required to review the part of Corporate Governance Statement relating to the Company’s compliance with the provisions of the UK

Corporate Governance Code specified by the Listing Rules for our review. We have nothing to report in this respect.

WE HAVE NOTHING TO REPORT ON OTHER MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY EXCEPTION

We have nothing to report in respect of the following matters where the Companies (Guernsey) Law, 2008 requires us to report to you if, in our

opinion:

– the Company has not kept proper accounting records; or

– the financial statements are not in agreement with the accounting records; or

– we have not received all the information and explanations, which to the best of our knowledge and belief are necessary for the purpose of our

audit.

RESPECTIVE RESPONSIBILITIES

DIRECTORS’ RESPONSIBILITIES

As explained more fully in their statement set out on page 55, the directors are responsible for: the preparation of the financial statements

including being satisfied that they give a true and fair view; such internal control as they determine is necessary to enable the preparation of financial

statements that are free from material misstatement, whether due to fraud or error; assessing the Company’s ability to continue as a going concern,

disclosing, as applicable, matters related to going concern; and using the going concern basis of accounting unless they either intend to liquidate the

Company or to cease operations, or have no realistic alternative but to do so.

AUDITOR’S RESPONSIBILITIES

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether

due to fraud or error, and to issue our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not guarantee that an

audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error

and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on

the basis of the financial statements.

A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/auditorsresponsibilities.

THE PURPOSE OF THIS REPORT AND RESTRICTIONS ON ITS USE BY PERSONS OTHER THAN THE COMPANY’S MEMBERS AS A BODY

This report is made solely to the Company’s members, as a body, in accordance with section 262 of the Companies (Guernsey) Law, 2008. Our audit

work has been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditor’s report

and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and

the Company’s members, as a body, for our audit work, for this report, or for the opinions we have formed.

DEBORAH SMITH

For and on behalf of KPMG Channel Islands Limited

Chartered Accountants and Recognised Auditors

Guernsey

1 March 2023

Apax Global Alpha Limited / Annual Report and Accounts 2022

NOTES

31 DECEMBER

2022

€’000

31 DECEMBER

2021

€’000

Assets

Non-current assets

Financial assets held at fair value through profit or loss (“FVTPL”) 8(a) 1, 2 4 1, 20 0 1 , 3 49 , 47 7

Total non-current assets 1,241,200 1, 349, 477

Current assets

Cash and cash equivalents

6 7, 9 6 6 10 8 , 4 8 2

Investment receivables

1,699 33 ,6 03

Other receivables

429 1, 3 47

Total current assets 70, 0 9 4 143, 4 32

Total assets 1,311,294 1,492,909

Liabilities

Financial liabilities held at FVTPL 8(a) 6, 063 1, 0 67

Investment payables 3,98 0 67

Accrued expenses 1 , 8 75 1,70 8

Total current liabilities 11 , 9 1 8 2 ,8 42

Total liabilities 11 , 9 1 8 2 ,8 42

Capital and retained earnings

Shareholders’ capital 14 873, 8 04 873, 8 0 4

Retained earnings 42 5, 572 6 07, 87 3

Total capital and retained earnings 1,299,37 6 1,481,677

Share-based payment performance fee reserve 10 – 8,390

Total equity 1,299,37 6 1,490, 067

Total shareholders’ equity and liabilities 1,311,294 1,492,909

On behalf of the Board of Directors

TIM BREEDON

Chairman

1 March 2023

SUSIE FARNON

Chair of the Audit Committee

1 March 2023

NOTES

31 DECEMBER

2022

€

31 DECEMBER

2022

£ EQUIVALENT

31 DECEMBER

2021

€

31 DECEMBER

2021

£ EQUIVALENT

Net Asset Value (“NAV”) (‘000) 1,299,376 1,150,390 1,490,067 1,253,638

Performance fee reserve 10 – – (8,390) (7,059)

Adjusted NAV (‘000)

1,299,376 1,150,390 1,481,677 1,246,579

NAV per share 2.65 2.34 3.03 2.55

Adjusted NAV per share

2.65 2.34 3.02 2.54

31 DECEMBER

2022

31 DECEMBER

2021

Total NAV Return

(7.4)% 28.7%

1. The sterling equivalent has been calculated based on the GBP/EUR exchange rate at 31 December 2022 and 31 December 2021, respectively

2. Adjusted NAV is the NAV net of the share-based payment performance fee reserve. Adjusted NAV per share is calculated by dividing the Adjusted NAV by the total number of shares

3. Total NAV Return for the year means the return on the movement in the Adjusted NAV per share at the end of the year together with all the dividends paid during the year divided by the Adjusted NAV per

share at the beginning of the year. Adjusted NAV per share used in the calculation is rounded to 5 decimal places

The accompanying notes form an integral part of these financial statements.

STATEMENT OF FINANCIAL POSITION

At 31 December 2022

Financial statements

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the year ended 31 December 2022

NOTES

YEAR ENDED

31 DECEMBER

2022

€’000

YEAR ENDED

31 DECEMBER

2021

€’000

Income

Investment income 24 , 4 76 26 , 8 53

Net (losses)/gains on financial assets at FVTPL 8(b) (1 1 9 , 74 0) 3 3 7,1 9 0

Net losses on financial liabilities at FVTPL 8(c) (6 , 0 63) (1 , 0 6 7)

Realised foreign currency gains/(losses) 1 , 2 76 (1 , 4 8 8)

Unrealised foreign currency (losses)/gains (74) 787

Total (loss)/income (10 0 ,12 5) 3 6 2 , 275

Operating and other expenses

Performance fee

10 (22) (8,3 90)

Management fee 9 (3 , 712) (3 ,78 2)

Administration and other operating expenses

6 (2 ,7 97) (2,707)

Total operating expenses (6 , 531) (14 , 879)

Total (loss)/income less operating expenses (106,656) 34 7, 39 6

Finance costs 11 (3 ,15 0) (2 , 269)

(Loss)/profit before tax (10 9 , 8 0 6) 34 5, 127

Tax charge 7 (2 31) (22 3)

(Loss)/profit after tax (110, 0 37) 344 ,9 04

Other comprehensive income – –

Total comprehensive (loss)/income attributable to shareholders (110, 0 37) 344 ,9 04

(Loss)/earnings per share (cents)

Basic and diluted (2 2 . 41) 70 . 2 3

Adjusted

(2 2 . 41) 6 9.79

The accompanying notes form an integral part of these financial statements.

1. The Adjusted earnings per share has been calculated based on the (loss)/profit attributable to ordinary shareholders adjusted for the total accrued performance fee at 31 December 2022 and

31 December 2021, respectively, as per note 15 and the weighted average number of ordinary shares in issue

Apax Global Alpha Limited / Annual Report and Accounts 2022

STATEMENT OF CHANGES IN EQUITY

For the year ended 31 December 2022

FOR THE YEAR ENDED 31 DECEMBER 2022 NOTES

SHAREHOLDERS’

CAPITAL

€’000

RETAINED

EARNINGS

€’000

TOTAL CAPITAL

AND RETAINED

EARNINGS

€’000

SHARE-BASED

PAYMENT

PERFORMANCE

FEE RESERVE

€’000

TOTAL

€’000

Balance at 1 January 2022 873, 8 04 6 07, 87 3 1,481,677 8, 39 0 1,490 ,06 7

Total comprehensive income attributable to shareholders

– (11 0 , 0 37) (110, 0 37) – (1 10 , 0 37)

Share-based payment performance fee reserve movement 10 – – – (8 , 39 0) (8 , 39 0)

Dividends paid 16 – (7 2, 264) (72, 26 4) – (72 , 26 4)

Balance at 31 December 2022 873, 8 0 4 4 25 , 572 1,299,37 6 – 1,299,376

FOR THE YEAR ENDED 31 DECEMBER 2021 NOTES

SHAREHOLDERS’

CAPITAL

€’000

RETAINED

EARNINGS

€’000

TOTAL CAPITAL

AND RETAINED

EARNINGS

€’000

SHARE-BASED

PAYMENT

PERFORMANCE

FEE RESERVE

€’000

TOTAL

€’000

Balance at 1 January 2021 873, 8 04 327 , 380 1,201,184 – 1,201,184

Total comprehensive income attributable to shareholders

– 34 4,9 0 4 344 ,9 0 4 – 34 4, 9 04

Share-based payment performance fee reserve movement

10 – – – 8 , 39 0 8, 39 0

Dividends paid 16 – (6 4 , 411) (6 4 , 4 11) – (6 4 , 4 11)

Balance at 31 December 2021 873, 8 0 4 6 0 7, 87 3 1,481,677 8 , 39 0 1 ,490,06 7

The accompanying notes form an integral part of these financial statements.

Financial statements

STATEMENT OF CASH FLOWS

For the year ended 31 December 2022

NOTES

YEAR ENDED

31 DECEMBER

2022

€’000

YEAR ENDED

31 DECEMBER

2021

€’000

Cash flows from operating activities

Interest received 23 , 577 25 , 553

Interest paid (521) (1 ,75 0)

Dividends received 1, 815 90 6

Operating expenses paid (6 ,03 8) (6 ,1 91)

Tax received – 3

Capital calls paid to Private Equity Investments (19 4 , 3 8 0) (1 9 9 , 9 41)

Capital distributions received from Private Equity Investments 2 2 7, 8 2 1 2 75 ,14 0

Purchase of Derived Investments (53, 64 0) (2 74 , 41 7)

Sale of Derived Investments 43, 2 28 2 3 0 , 511

Net cash from operating activities 41, 86 2 49, 814

Cash flows used in financing activities

Financing costs paid (2, 822) (2 ,10 4)

Dividends paid (71, 070) (6 4, 5 8 4)

Purchase of own shares (8 , 412) –

Revolving credit facility drawn 11 17, 3 93 –

Revolving credit facility repaid 11 (1 7, 3 9 3) –

Net cash used in financing activities (82 , 304) (6 6, 68 8)

Cash and cash equivalents at the beginning of the year 108 , 4 8 2 124 , 5 6 9

Net decrease in cash and cash equivalents (40 , 4 42) (1 6 , 874)

Effect of foreign currency fluctuations on cash and cash equivalents (74) 787

Cash and cash equivalents at the end of the year 12(b) 6 7, 9 66 10 8 , 4 8 2

The accompanying notes form an integral part of these financial statements.

Apax Global Alpha Limited / Annual Report and Accounts 2022

NOTES TO THE FINANCIAL STATEMENTS

1 REPORTING ENTITY

Apax Global Alpha Limited (the “Company” or “AGA”) is a limited liability Guernsey company that was incorporated on 2 March 2015. The address of

the Company’s registered office is PO Box 656, East Wing, Trafalgar Court, Les Banques, St Peter Port, Guernsey GY1 3PP. The Company invests in

Private Equity funds, listed and unlisted securities including debt instruments.

The Company’s main corporate objective is to provide shareholders with capital appreciation from its investment portfolio and regular dividends.

The Company’s operating activities are managed by its Board of Directors and its investment activities are managed by Apax Guernsey Managers

Limited (the “Investment Manager”) under an investment management agreement. The Investment Manager obtains investment advice from Apax

Partners LLP (the “Investment Advisor”).

2 BASIS OF PREPARATION

STATEMENT OF COMPLIANCE

The financial statements, which give a true and fair view, have been prepared in compliance with the Companies (Guernsey) Law, 2008 and in

accordance with International Financial Reporting Standards as adopted by the European Union (“IFRS”). They are for the year from 1 January 2022

to 31 December 2022 and were authorised for issue by the Board of Directors of the Company on 1 March 2023 .

BASIS OF MEASUREMENT

The financial statements have been prepared on the historic cost basis except for financial assets and financial liabilities, which are measured

at FVTPL.

FUNCTIONAL AND PRESENTATION CURRENCY

The financial statements are presented in euro (€), which is the Company’s functional and presentation currency. All amounts are stated to the

nearest one thousand euro unless otherwise stated.

INVESTMENT ENTITY

The Company has determined that it meets the definition of an investment entity in accordance with IFRS 10 “Consolidated Financial

Statements” and is therefore required to account for subsidiaries that also qualify as investment entities at FVTPL. It does not consolidate

such entities.

Under the definition of an investment entity, all three of the following tests must be satisfied:

– obtains funds from one or more investors for the purpose of providing these investors with investment management services;

– commits to its investors that its business purpose is to invest funds solely for returns from capital appreciation; investment income, or both

(including having an exit strategy for investments); and

– measures and evaluates the performance of substantially all of its investments on a fair value basis.

The Directors consider that the Company meets the three requirements above and has therefore accounted for its investment entity subsidiaries,

which were formed in October 2021, at FVTPL. See note 4 for further details.

GOING CONCERN

The Directors consider that it is appropriate to adopt the going concern basis of accounting in preparing the financial statements. In reaching this

assessment, the Directors have considered a wide range of information relating to present and future conditions, (for at least 12 months from

1 March 2023, the authorisation date of these financial statements), including the statement of financial position, future projections (which include

highly stressed scenarios), cash flows, revolving credit facility, net current assets and the longer-term strategy of the Company. The impact of

inflation and geopolitical uncertainty was also considered by the Directors; and whilst the long-term effect remains to be seen, it was noted that

the direct impact on the Company’s ability to meet its liabilities as they fall due has been limited to date. The Directors are satisfied, based on their

assessment of reasonably possible outcomes, that the Company has sufficient liquidity, including the undrawn revolving credit facility, to meet

current and expected obligations up to the going concern horizon.

3 ACCOUNTING POLICIES

The accounting policies adopted by the Company and applied consistently in these financial statements are set out below and overleaf:

INITIAL RECOGNITION OF FINANCIAL INSTRUMENTS

The Company designates all financial assets and financial liabilities, except loans payable, other payables, investment receivables, other receivables

and cash, at FVTPL. These are initially recognised at cost which equates to the best indicator of fair value on the trade date, the date on which

the Company becomes a party to the contractual provisions of the instrument. All transaction costs are immediately recognised in profit or

loss. Financial assets or financial liabilities not at FVTPL are initially recognised at cost plus transaction costs that are directly attributable to

their acquisition or issue.

SUBSEQUENT MEASUREMENT OF FINANCIAL INSTRUMENTS

Fair value is a market-based measurement, that estimates the price at which an asset could be sold or a liability transferred, in an orderly transaction

between market participants, on the measurement date. When available, the Company measures the fair value of an instrument using quoted prices

in an active market for that instrument. A market is regarded as “active” if quoted prices are readily and regularly available and represent actual and

regularly occurring market transactions on an arm’s length basis. If a market for a financial instrument is not active, then the Company establishes

fair value using an alternative valuation technique.

The Company uses alternative valuation techniques, taking into account the International Private Equity and Venture Capital Valuation (“IPEV”)

guidelines, in the absence of an active market. Valuation techniques include, but are not limited to, market multiples, using recent and relevant arm’s

length transactions between knowledgeable, willing parties (if they are available), reference to the current fair value of other instruments that are

substantially the same, statistical methods, discounted cash flow analyses and option pricing models. The chosen valuation technique seeks to

maximise the use of market inputs and incorporates factors that market participants might consider in setting a price.

Financial statements

3 ACCOUNTING POLICIES CONTINUED

SUBSEQUENT MEASUREMENT OF FINANCIAL INSTRUMENTS CONTINUED

Inputs to valuation techniques aim to reasonably represent market expectations and measures of the risk-return factors inherent in the financial

instrument. The Company calibrates valuation techniques where possible using prices from observable current market transactions in the same

instrument or based on other available observable market data.

The Company has two main investment portfolios that are split between “Private Equity Investments” and “Derived Investments”. Private Equity

Investments comprise primary and secondary commitments to, and investments in, existing Private Equity funds advised by the Investment Advisor.

Derived Investments comprise investments in debt, equities and investments in subsidiaries. At each reporting date these are measured at fair value,

and changes therein are recognised in the statement of profit or loss and other comprehensive income.

Fair values of the Private Equity portfolio are generally considered to be the Company’s attributable portion of the NAV of the Private Equity funds, as

determined by the general partners of such funds, adjusted if considered necessary by the Board of Directors, including any adjustment necessary

for carried interest. The general partners consider the IPEV guidelines when valuing the Private Equity funds.

The fair value of unlisted debt investments (for which there are insufficient, reliable pricing data) is calculated based on models that take into account

the factors relevant to each investment and use relevant third-party market data where available. The fair value of unlisted equities and equities not

traded in an active market, is calculated based on comparable company multiples and precedent transaction analysis. The Company reviews and

considers the appropriateness of the fair value analysis prepared by the Investment Manager and Investment Advisor when determining the fair

value for such assets.

The fair value of investments in subsidiaries is considered to be the NAV of the underlying subsidiaries calculated by measuring the fair value of the

subsidiaries’ assets and liabilities at fair value in accordance with the Company’s accounting policies. The fair value of the underlying investments

held are included within the Derived Investments disclosures as relevant.

The fair value of investments traded in an active market is determined by taking into account the latest market bid price available, or the last traded

price depending upon the convention of the exchange on which the investment is quoted.

DERECOGNITION OF FINANCIAL INSTRUMENTS

The Company derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire or it transfers the financial

asset and the transfer qualifies for derecognition in accordance with IFRS 9 “Financial Instruments: Recognition and Measurement”. The

Company uses the first-in first-out method to determine realised gains and losses on derecognition. A financial liability is derecognised when the

obligation specified in the contract is discharged, cancelled or expired.

SHARE-BASED PAYMENTS

The Company applies the requirements of IFRS 2 “Share-based Payment” to its performance fee. The Company maintains a separate performance

fee reserve in equity, showing the expected performance fee calculated on a liquidation basis on eligible assets. This is revised at each reporting

period and the movement is credited or expensed through the statement of profit or loss and other comprehensive income. Further details are given

in note 10.

OPERATING SEGMENTS

The criteria for identifying an operating segment in accordance with IFRS 8 “Operating Segments” are that the chief operating decision maker of

the Company regularly reviews the performance of these operating segments and determines the allocation of resources based on these results.

It is determined that the Company’s Chief Operating Decision Maker is the Board of Directors. As previously noted, the Company invests into two

separate portfolios, Private Equity Investments and Derived Investments. These have been identified as segments on the basis that the Board of

Directors uses information based on these segments to make decisions about assessing performance and allocating resources. The Company

has a third administration segment for central functions which represents general administration costs that cannot be specifically allocated to the

two portfolios. The analysis of results by operating segment is based on information from the Company’s management accounts. The segmental

analysis of the Company’s results and financial position is set out in note 5.

INVESTMENT RECEIVABLES

Investment receivables are recognised initially at fair value and subsequently measured at amortised cost. At each reporting date, the Company

measures the loss allowance on investment receivables at an amount equal to the lifetime expected credit losses if the credit risk has increased

significantly since initial recognition. If, at the reporting date, the credit risk has not increased significantly since initial recognition, the Company

measures the loss allowance at an amount equal to 12-month expected credit losses. Significant financial difficulties of the counterparty, probability

that the counterparty will enter bankruptcy or financial reorganisation and default in payments are all considered indicators that a loss allowance

may be required. Changes in the level of impairment are recognised in the statement of profit or loss and other comprehensive income. Investment

receivables are also revalued at the reporting date if held in a currency other than euro.

LIABILITIES

Liabilities, other than those specifically accounted for under a separate policy, are stated at the amounts which are considered to be payable in

respect of goods or services received up to the reporting date on an accruals basis.

INVESTMENT PAYABLES

Investment payables are recognised in the Company’s statement of financial position when it becomes party to a contractual provision for the

amount payable. Investment payables are held at their nominal amount. Investment payables are also revalued at the reporting date if held in a

currency other than euro.

Apax Global Alpha Limited / Annual Report and Accounts 2022

3 ACCOUNTING POLICIES CONTINUED

LOANS PAYABLE

Loans payable are held at amortised cost. Amortised cost for loans payable is defined as the amount at which the loan is measured at initial

recognition, less principal repayments, plus or minus the cumulative amortisation using the effective interest method.

CASH AND CASH EQUIVALENTS

Cash and cash equivalents comprise cash balances and cash held in money market funds with original maturities of three months or less.

INTEREST INCOME

Interest income comprises interest income on cash and cash equivalents and interest earned on financial assets on the effective interest rate basis.

DIVIDEND INCOME

Dividend income is recognised in the statement of profit or loss and other comprehensive income on the date that the Company’s right to receive

payment is established, which in the case of listed securities is the ex-dividend date. For unlisted equities, this is usually the date on which the payee’s

board approves the payment of a dividend. Dividend income of €1.8m (31 December 2021: €1.0m) from equity securities designated at FVTPL has

been recognised in the statement of profit or loss and other comprehensive income in the current year.

NET CHANGES ON INVESTMENTS AT FVTPL

UNREALISED GAINS AND LOSSES

Net change in Derived Investments at FVTPL includes all unrealised changes in the fair value of investments (financial assets and financial liabilities),

including foreign currency movements, since the beginning of the reporting period or since designated upon initial recognition as held at FVTPL and

excludes dividend and interest income.

Net change in the fair value of Private Equity Investments is calculated based on the movement of fair value since the beginning of the reporting

period adjusted for all calls paid and distributions received. Distributions received from Private Equity Investments are treated as unrealised

movements until the commitment for primary investments, or cost and undrawn commitment for secondary investments, have been fully repaid.

REALISED GAINS AND LOSSES

Realised gains and losses from financial assets and financial liabilities at FVTPL represents the gain or loss realised in the period. The unit of account

for Derived Investments is the individual share or debt nominal which can be sold on an individual basis. The unit of account for Private Equity

Investments is commitment. The resulting accounting treatment for the realised gains and losses is based on these units of account.

The realised gain or loss for Derived Investments is calculated based on the carrying amount of a financial instrument at the beginning of the

reporting period, or the transaction price if it was purchased in the current reporting period, and its sale or settlement price. Realised gains and losses

on disposals of these investments are calculated using the first-in first-out method. Realised gains on the Private Equity portfolio are recognised

when the commitment on primary investments or the cost and undrawn commitment for secondary investments has been fully repaid.

Distributions received in excess of the commitment for a primary investment or the cost and undrawn amount for a secondary investment

are recognised as realised gains in the statement of profit or loss and other comprehensive income.

BROKERAGE FEES AND OTHER TRANSACTION COSTS

Brokerage fees and other transaction costs are costs incurred to acquire investments at FVTPL. They include fees and commissions paid to agents,

brokers and dealers. Brokerage fees and other transaction costs, when incurred, are immediately recognised in the statement of profit or loss and

other comprehensive income as an expense.

OTHER EXPENSES

Fees and other operating expenses are recognised in the statement of profit or loss and other comprehensive income on an accruals basis.

PROVISIONS AND CONTINGENT LIABILITIES

Provisions are recognised when the Company has a present legal or constructive obligation as a result of past events, it is probable that an outflow

of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate of the amount of the obligation can be

made. Contingent liabilities are possible obligations whose existence will be confirmed only by uncertain future events or present obligations where

the transfer of economic benefit is uncertain or cannot be reliably measured. Contingent liabilities are not recognised but are disclosed unless the

probability of their occurrence is remote.

FOREIGN CURRENCY TRANSACTIONS

Transactions in foreign currencies are translated to the functional currency of the Company at the exchange rates at the date of the transactions.

Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated to the functional currency at the exchange rate

at that date.

For loans payable, the foreign currency gain or loss is the difference between the amortised cost in the functional currency at the beginning of the

period, adjusted for interest payments during the period, and the amortised cost in foreign currency translated at the exchange rate at the end of the

reporting period. Foreign currency differences arising on the repayments or retranslation are recognised in the statement of profit or loss and other

comprehensive income.

Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are retranslated to the functional currency

at the exchange rate at the date that the fair value was determined. Non-monetary items that are measured in terms of historical cost in foreign

currency are translated using the exchange rate at the date of the transaction. Foreign currency differences arising on retranslation of non-

investment assets are recognised in the statement of profit or loss and other comprehensive income. For financial assets and financial liabilities

held at FVTPL, foreign currency differences are reported as part of their net changes at FVTPL.

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

Financial statements

3 ACCOUNTING POLICIES CONTINUED

TAXATION

The Company may incur withholding taxes imposed by certain countries on investment income or capital gains taxes upon realisation of its

investments. Such income or gains are recorded gross of withholding taxes and capital gains taxes in the statement of profit or loss and other

comprehensive income. Withholding taxes and capital gains taxes are shown as separate items. Where applicable, tax accruals are raised by the

Company based on an investment’s expected holding period.

SHAREHOLDERS’ CAPITAL AND RESERVES

SHAREHOLDERS’ CAPITAL

Shareholders’ capital issued by the Company is recognised as the proceeds or fair value received. Incremental costs directly attributable to the issue,

net of tax effects, are recognised as a deduction from equity. Ordinary shares have been classified as equity as they do not meet the definition of

liabilities in IAS 32.

DIVIDENDS

Dividends on ordinary shares are recognised in equity in the period in which they become payable, which is when they are approved by the Company’s

Board of Directors.

(LOSS)/EARNINGS PER SHARE

(Loss)/earnings per share is calculated based on the (loss)/profit attributable to ordinary shareholders and the weighted average number of ordinary

shares in issue during the year.

Diluted earnings per share is calculated based on the profit attributable to ordinary shareholders and the weighted average number of ordinary

shares in issue during the year adjusted for items that would cause a dilutive effect on the ordinary shares.

Adjusted earnings per share is calculated based on the profit attributable to ordinary shareholders and the weighted average number of ordinary

shares in issue during the year adjusted for the performance fee.

ACCOUNTING STANDARDS AND INTERPRETATIONS NOT YET ADOPTED

The Company has applied all new and amended standards with an effective date from 1 January 2022. Additionally, it has reviewed and assessed

changes to current accounting standards issued by the IASB with an effective date from 1 January 2023; none of these have had or are expected to

have a material impact on the Company’s financial statements.

4 CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

In preparing the financial statements, the Company makes judgements and estimates that affect the reported amounts of assets, liabilities, income

and expenses. Actual results could differ from those estimates. Estimates and judgements are continually evaluated and are based on the Board of

Directors and Investment Managers’ experience and their expectations of future events. Revisions to estimates are recognised prospectively.

(I) JUDGEMENTS

The judgement that has the most significant effect on the amounts recognised in the Company’s financial statements relates to investment assets

and liabilities. These have been determined to be financial assets and liabilities held at FVTPL and have been accounted for accordingly. See note 3 for

further details. The Company also notes that the assessment of the Company as an investment entity is an area of judgement.

(II) ESTIMATES

The estimate that has the most significant effect on the amounts recognised in the Company’s financial statements relates to financial assets and

financial liabilities held at FVTPL other than those traded in an active market.

The Investment Manager is responsible for the preparation of the Company’s valuations and meets quarterly to discuss and approve the key

valuation assumptions. The meetings are open to the Board of Directors and the Investment Advisor to enable them to challenge the valuation

assumptions and the proposed valuation estimates and to the external auditor to observe. On a quarterly basis, the Board of Directors review and

approve the final NAV calculation before it is announced to the market.

The Investment Manager also makes estimates and assumptions concerning the future and the resulting accounting estimates will, by definition,

seldom equal the related actual results. The assumptions that have a significant risk of causing a material adjustment to the carrying amounts of

assets and liabilities are outlined in note 13.

(III) ASSESSMENT OF THE COMPANY AS AN INVESTMENT ENTITY

The Board of Directors believes that the Company meets the definition of an investment entity per IFRS 10 as the following conditions exist:

– the Company has obtained funds from investing shareholders for the purpose of providing them with professional investment and

management services;

– the Company’s business purpose, which was communicated directly to investors, is investing for returns from capital appreciation and

investment income; and

– all of the Company’s investments are measured and evaluated on a fair value basis

As the Company believes it meets all the requirements of an investment entity as per IFRS 10 “Consolidated Financial Statements”, it is required to

measure all subsidiaries at fair value rather than consolidating them on a line-by-line basis.

Apax Global Alpha Limited / Annual Report and Accounts 2022

5 SEGMENTAL ANALYSIS

The segmental analysis of the Company’s results and financial position, which is prepared using the accounting policies in note 3, is set out below.

There have been no changes to segments in the current or prior year.

The investment segments follow different investment strategies as approved by the Chief Operating Decision Maker, the Board of Directors, which

monitors the portfolio allocation to ensure that it is in line with the investment strategy.

REPORTABLE SEGMENTS

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2022

PRIVATE EQUITY

INVESTMENTS

€’000

DERIVED

INVESTMENTS

€’000

CENTRAL

FUNCTIONS

€’000

TOTAL

€’000

Investment income/(expense) – 24,953 (477) 24,476

Net losses on financial assets at FVTPL (101,900) (17,840) – (119,740)

Net losses on financial liabilities at FVTPL (6,063) – – (6,063)

Realised foreign exchange (losses)/gains – (544) 1,820 1,276

Unrealised foreign currency losses – – (74) (74)

Total (loss)/income (107,963) 6,569 1,269 (100,125)

Performance fees

– (22) – (22)

Management fees (143) (3,569) – (3,712)

Administration and other operating expenses – (166) (2,631) (2,797)

Total operating expenses (143) (3,757) (2,631) (6,531)

Total (loss)/income less operating expenses (108,106) 2,812 (1,362) (106,656)

Finance costs – – (3,150) (3,150)

(Loss)/profit before taxation (108,106) 2,812 (4,512) (109,806)

Tax charge – (231) – (231)

Total comprehensive (loss)/income attributable to shareholders (108,106) 2,581 (4,512) (110,037)

STATEMENT OF FINANCIAL POSITION AT 31 DECEMBER 2022

PRIVATE EQUITY

INVESTMENTS

€’000

DERIVED

INVESTMENTS

€’000

CASH AND

OTHER NCAS

€’000

TOTAL

€’000

Total assets 877,021 365,878 68,395 1,311,294

Total liabilities (6,063) (3,980) (1,875) (11,918)

NAV 870,958 361,898 66,520 1,299,376

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2021

PRIVATE EQUITY

INVESTMENTS

€’000

DERIVED

INVESTMENTS

€’000

CENTRAL

FUNCTIONS

€’000

TOTAL

€’000

Investment income/(expense) – 27,350 (497) 26,853

Net gains on financial assets at FVTPL 300,820 36,370 – 337,19 0

Net losses on financial liabilities at FVTPL (1,067) – – (1,067)

Realised foreign exchange losses – (1,317) (170) (1,487)

Unrealised foreign currency gains – – 787 787

Total income/(loss) 299,753 62,403 120 362,276

Performance fees

– (8,390) – (8,390)

Management fees (149) (3,632) – (3,782)

Administration and other operating expenses – (357) (2,350) (2,707)

Total operating expenses (149) (12,379) (2,350) (14,879)

Total income less operating expenses 299,604 50,024 (2,230) 347,397

Finance costs – – (2,269) (2,269)

Profit/(loss) before taxation 299,604 50,024 (4,499) 345,128

Tax charge – (223) – (223)

Total comprehensive income attributable to shareholders 299,604 49,801 (4,499) 344,905

STATEMENT OF FINANCIAL POSITION AT 31 DECEMBER 2021

PRIVATE EQUITY

INVESTMENTS

€’000

DERIVED

INVESTMENTS

€’000

CASH AND

OTHER NCAS

€’000

TOTAL

€’000

Total assets 1,013,922 370,467 108,520 1,492,909

Total liabilities (1,067) (67) (1,708) (2,842)

NAV 1,012,855 370,400 106,812 1,490,067

1. Central functions represents interest income earned on cash balances and general administration and finance costs that cannot be allocated to investment segments

2. Represents the movement in each respective portfolio’s overall performance fee reserve

3. NCAs refers to net current assets of the Company

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

Financial statements

5 SEGMENTAL ANALYSIS CONTINUED

GEOGRAPHIC INFORMATION

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2022

NORTH

AMERICA

€’000

EUROPE

€’000

BRIC

€’000

REST OF

WORLD

€’000

TOTAL

€’000

Investment income 19,893 2,984 389 1,210 24,476

Net (losses)/gains on financial assets at FVTPL (67,759) (44,137) 1,089 (8,933) (119,740)

Net losses on financial liabilities at FVTPL (4,379) (1,020) - (664) (6,063)

Realised foreign exchange (losses)/gains

(533) 1,817 (2) (6) 1,276

Unrealised foreign currency losses - (74) - - (74)

Total (loss)/income (52,778) (40,430) 1,476 (8,393) (100,125)

Performance fee (13) 49 (46) (12) (22)

Management fee (2,830) (711) (50) (121) (3,712)

Administration and other operating expenses - (2,797) - - (2,797)

Total operating expenses (2,843) (3,459) (96) (133) (6,531)

Total (loss)/income less operating expenses (55,621) (43,889) 1,380 (8,526) (106,656)

Finance costs - (3,150) - - (3,150)

(Loss)/profit before tax (55,621) (47,039) 1,380 (8,526) (109,806)

Tax charge - (231) - - (231)

Total comprehensive (loss)/income attributable to shareholders (55,621) (47,270) 1,380 (8,526) (110,037)

STATEMENT OF FINANCIAL POSITION AT 31 DECEMBER 2022

NORTH

AMERICA

€’000

EUROPE

€’000

BRIC

€’000

REST OF

WORLD

€’000

TOTAL

€’000

Total assets 752,094 511,671 12,179 35,350 1,311,294

Total liabilities (4,441) (6,813) - (664) (11,918)

NAV 747,653 504,858 12,179 34,686 1,299,376

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

FOR THE YEAR ENDED 31 DECEMBER 2021

NORTH

AMERICA

€’000

EUROPE

€’000

BRIC

€’000

REST OF

WORLD

€’000

TOTAL

€’000

Investment income/(expense) 21,343 3,471 359 1,680 26,853

Net gains on financial assets at FVTPL 161,351 136,685 257 38,897 337,190

Net losses on financial liabilities at FVTPL (1,067) – – – (1,067)

Realised foreign exchange (losses)/gains

(1,227) (173) 15 (102) (1,487)

Unrealised foreign currency gains – 787 – – 787

Total income 180,400 140,770 631 40,475 362,276

Performance fee (5,454) (1,597) (89) (1,250) (8,390)

Management fee (2,664) (871) (64) (183) (3,782)

Administration and other operating expenses – (2,707) – – (2,707)

Total operating expenses (8,118) (5,175) (153) (1,433) (14,879)

Total income less operating expenses 172,282 135,595 478 39,042 347, 397

Finance costs – (2,269) – – (2,269)

Profit/(loss) before tax 172,282 133,326 478 39,042 345,128

Tax (85) (141) 3 – (223)

Total comprehensive income attributable to shareholders 172,197 133,185 481 39,042 344,905

STATEMENT OF FINANCIAL POSITION AT 31 DECEMBER 2021

NORTH

AMERICA

€’000

EUROPE

€’000

BRIC

€’000

REST OF

WORLD

€’000

TOTAL

€’000

Total assets 793,678 646,403 11,333 41,495 1,492,909

Total liabilities (1,134) (1,708) – – (2,842)

NAV 792,544 644,695 11,333 41,495 1,490,067

1. BRIC = Brazil, Russia, India and China. AGA holds Derived Investments directly in India and China only

Apax Global Alpha Limited / Annual Report and Accounts 2022

6 ADMINISTRATION AND OTHER OPERATING EXPENSES

YEAR ENDED

31 DECEMBER

2022

€’000

YEAR ENDED

31 DECEMBER

2021

€’000

Directors’ fees 362 369

Administration and other fees 692 672

Corporate and investor relations services fee 9 512 532

Deal transaction, custody and research costs 166 357

General expenses 838 548

Auditors’ remuneration

Statutory audit 173 165

Other assurance services – interim review 54 46

Other assurance services – agreed upon procedures – 18

Total administration and other operating expenses 2,797 2,707

The Company has no employees and there were no pension or staff cost liabilities incurred during the year.

7 TAXATION

The Company is exempt from taxation in Guernsey under the provisions of the Income Tax (Exempt Bodies) (Guernsey) Ordinance, 1989 and is

charged an annual exemption fee of £1,200 (31 December 2021: £1,200).

The Company may be required, at times, to pay tax in other jurisdictions as a result of specific trades in its investment portfolio. During the year

ended 31 December 2022, the Company had a net tax expense of €0.2m (31 December 2021: €0.2m), related to tax incurred on debt interest in the

United Kingdom. No deferred income taxes were recorded as there are no timing differences.

8 INVESTMENTS

(A) FINANCIAL INSTRUMENTS HELD AT FVTPL

YEAR ENDED

31 DECEMBER

2022

€’000

YEAR ENDED

31 DECEMBER

2021

€’000

Private Equity Investments 870,958 1,012,855

Private Equity financial assets 877, 021 1,013,922

Private Equity financial liabilities (6,063) (1,067)

Derived Investments 364,179 335,555

Debt

340,639 304,609

Equities 23,540 30,946

Closing fair value 1,235,137 1,348,410

Financial assets held at FVTPL 1,241,200 1,349,477

Financial liabilities held at FVTPL (6,063) (1,067)

1. Included in debt above and throughout the financial statements is the fair value of the debt investment held by the subsidiary, see note 8(d) for further details

YEAR ENDED

31 DECEMBER

2022

€’000

YEAR ENDED

31 DECEMBER

2021

€’000

Opening fair value

1,348,410 1,107,723

Calls 194,380 199,941

Distributions

(228,316) (275,146)

Purchases

57,186 243,450

Sales

(10,720) (263,681)

Net (losses)/gains on financial assets at FVTPL

(119,740) 337,190

Net losses on financial liabilities at FVTPL (6,063) (1,067)

Closing fair value 1,235,137 1,348,410

Financial assets held at FVTPL 1,241,200 1,349,477

Financial liabilities held at FVTPL (6,063) (1,067)

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

Financial statements

8 INVESTMENTS CONTINUED

(B) NET GAINS ON FINANCIAL ASSETS AT FVTPL

YEAR ENDED

31 DECEMBER

2022

€’000

YEAR ENDED

31 DECEMBER

2021

€’000

Private Equity financial assets

Gross unrealised gains 145,601 284,904

Gross unrealised losses (260,095) (42,487)

Total net unrealised (losses)/gains on Private Equity financial assets (114,494) 242,417

Private Equity financial assets

Gross realised gains 12,595 58,404

Total net realised gains on Private Equity financial assets 12,595 58,404

Net (losses)/gains on Private Equity financial assets (101,899) 300,821

Derived Investments

Gross unrealised gains 17,039 38,661

Gross unrealised losses (23,097) (5,861)

Total net unrealised (losses)/gains on Derived Investments (6,058) 32,800

Derived Investments

Gross realised gains

797 10,805

Gross realised losses (12,580) (7, 236)

Total net realised (losses)/gains on Derived Investments (11,783) 3,569

Total net (losses)/gains on Derived Investments (17,841) 36,369

Total net (losses)/gains on investments at fair value through profit or loss (119,740) 337,190

YEAR ENDED

31 DECEMBER

2022

€’000

YEAR ENDED

31 DECEMBER

2021

€’000

Private Equity financial liabilities

Gross unrealised losses (6,063) (1,067)

Total net unrealised losses on Private Equity investments (6,063) (1,067)

(D) INVESTMENTS IN SUBSIDIARIES

The Company established two wholly owned subsidiaries in 2021 for investment purposes. In accordance with IFRS 10, these subsidiaries have been

determined to be controlled subsidiary investments, which are measured at fair value through profit or loss and are not consolidated. The fair value

of these subsidiary investments, as represented by their NAV, is determined on a consistent basis to all other investments measured at fair value

through profit or loss.

The table below describes these unconsolidated subsidiaries. The maximum exposure is the loss in the carrying amount of the financial assets held.

NAME OF SUBSIDIARY FO RMATION DATE TYPE OF FUND

PROPORTION OF

OWNERSHIP INTEREST AND

VOTING POWER HELD

PRINCIPAL PLACE OF BUSINESS AND PLACE OF

INCORPORATION

NAV INCLUDED IN

INVESTMENTS AT

FVTPL

€’000

Alpha US Holdings L.P. 21 October 2021 Special purpose entity 100% United States of America 9,598

Alpha US GP LLC 12 October 2021 Special purpose entity 100% United States of America –

The fair value of the investment held by the subsidiary has been included in Derived Debt Investments throughout the Annual Report. The Company

transferred an investment in a Derived Investment to Alpha US Holdings L.P. during the prior year. Net movements from subsidiaries are summarised

below.

YEAR ENDED

31 DECEMBER

2022

€’000

YEAR ENDED

31 DECEMBER

2021

€’000

Opening fair value

8,908 –

Transfer of asset – 8,623

Fair value movement on investment subsidiaries 690 285

Closing fair value 9,598 8,908

Debt investment held at FVTPL 9,660 8,908

Other net current liabilities (62) –

Closing fair value 9,598 8,908

Apax Global Alpha Limited / Annual Report and Accounts 2022

8 INVESTMENTS CONTINUED

(E) INVOLVEMENT WITH UNCONSOLIDATED STRUCTURED ENTITIES

The Company’s investments in Private Equity funds are considered to be unconsolidated structured entities. Their nature and purpose is to invest

capital on behalf of their limited partners. The funds pursue sector-focused strategies, investing in four key sectors: Tech & Digital, Services,

Healthcare and Consumer. The Company commits to a fixed amount of capital, which may be drawn (and returned) over the life of the fund. The

Company pays capital calls when due and receives distributions from the funds, once an asset has been sold. The liquidity risk section of note

12 summarises outstanding commitments and recallable distributions to the 11 underlying Private Equity Investments held which amounted to

€1,005.1m at year end (31 December 2021: €385.3m). The fair value of these were €871.0m at 31 December 2022 (31 December 2021: €1,012.9m),

whereas total value of the Private Equity funds was €21.3bn (31 December 2021: €25.3bn). During the year, the Company did not provide financial

support and has no intention of providing financial or other support to these unconsolidated structured entities.

9 RELATED PARTY TRANSACTIONS

The Investment Manager was appointed by the Board of Directors under a discretionary Investment Management Agreement (“IMA”) dated 22 May

2015 and amendments dated 22 August 2016 and 2 March 2020, which sets out the basis for the calculation and payment of the management fee.

Management fees earned by the Investment Manager decreased in the year to €3.7m (31 December 2021: €3.8m), of which €0.9m was included in

accruals at 31 December 2022. The management fee is calculated in arrears at a rate of 0.5% per annum on the fair value of non-fee paying private

equity investments and equity investments and 1.0% per annum on the fair value of debt investments. The Investment Manager is also entitled to

a performance fee. The performance fee is calculated based on the overall gains or losses net of management fees and Direct Deal costs (being

costs directly attributable to due diligence and execution of investments) in each financial year. When the Portfolio Total Return hurdle is met a

performance fee arises. Further details are included in note 10.

The IMA has an initial term of six years and automatically continues for a further three additional years unless prior to the fifth anniversary the

Investment Manager or the Company (by a special resolution) serves written notice to terminate the IMA. The Company is required to pay the

Investment Manager all fees and expenses accrued and payable for the notice period through to the termination date.

The Investment Advisor has been engaged by the Investment Manager to provide advice on the investment strategy of the Company. An

Investment Advisory Agreement (“IAA”), dated 22 May 2015 and an amendment dated 22 August 2016, exists between the two parties. Though

not legally related to the Company, the Investment Advisor has been determined to be a related party. The Company paid no fees and had no

transactions with the Investment Advisor during the year (31 December 2021: €Nil).

The Company has an Administration Agreement with Aztec Financial Services (Guernsey) Limited (“Aztec”) dated 22 May 2015. Under the terms

of the agreement, Aztec has delegated some of the Company’s accounting and bookkeeping to Apax Partners Fund Services Limited (“APFS”), a

related party of the Investment Advisor, under a sub-administration agreement dated 22 May 2015. A fee of €0.5m (31 December 2021: €0.5m) was

paid by the Company in respect of administration fees and expenses, of which €0.3m (31 December 2021: €0.3m) was paid to APFS. Additionally, the

Company entered into a service agreement with Apax Partners LLP and its affiliate, APFS, with a fee calculated as 0.04% of the Invested Portfolio per

annum for corporate and investor services. During the year a fee of €0.5m (31 December 2021: €0.5m) was paid by the Company to APFS.

At 31 December 2022, the Company has an intercompany balance outstanding with the subsidiary Alpha US Holdings L.P. of €0.06m. This relates to

administration fees incurred by the subsidiary and paid by the Company. See note 8(d) for further details.

The table below summarises shares held by Directors:

31 DECEMBER

2022

% OF TOTAL

SHARES IN ISSUE

31 DECEMBER

2021

% OF TOTAL

SHARES IN ISSUE

Tim Breedon 70,000 0.014% 70,000 0.014%

Susie Farnon

43,600 0.009% 43,600 0.009%

Chris Ambler 33,796 0.007% 27,191 0.006%

Mike Bane 18,749 0.004% 18,749 0.004%

Stephanie Coxon 10,000 0.002% 10,000 0.002%

A summary of the Directors’ fees and expenses is set out on page 51 of the report.

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

Financial statements

10 PERFORMANCE FEE

31 DECEMBER

2022

€’000

31 DECEMBER

2021

€’000

Opening performance fee reserve

8,390 –

Performance fee charged to statement of profit or loss and other comprehensive income 22 8,390

Performance fee settled (8,412) –

Closing performance fee reserve – 8,390

The performance fee is payable on an annual basis once the hurdle threshold is met by eligible portfolios. Performance fees are only payable to

the extent they do not dilute the returns below the required benchmark for each respective portfolio as detailed in the table below. Additionally,

net losses are carried forward and netted against future gains. The table below summarises the performance fee hurdles and percentage payable

by eligible portfolio.

NET PORTFOLIO

TOTAL RETURN

HURDLE¹

PERFORMANCE FEE

RATE

Derived Debt 6% 15%

Derived Equity

8% 20%

Eligible Private Equity 8% 20%

1. Net Portfolio Total Return means the sub-portfolio performance in a given period is calculated by taking total gains or losses and dividing them by the sum of Gross Asset Value at the beginning of the

period and the time-weighted net invested capital. The time-weighted net invested capital is the sum of investments made during the period less realised proceeds received during the period, both

weighted by the number of days the capital was at work in the portfolio. Net Portfolio Total Return is gross of performance fees but net of management fees and relevant Direct Deal costs

The performance fee is payable to the Investment Manager by way of ordinary shares of the Company. The mechanics of the payment of the

performance fee are explained in the prospectus. In accordance with IFRS 2 “Share-based Payment”, performance fee expenses are charged

through the statement of profit or loss and other comprehensive income and allocated to a share-based payment performance fee reserve in equity.

In the year ended 31 December 2022, there was no performance fee payable to the Investment Manager as the performance hurdle was not met

(31 December 2021: €8.4m).

11 REVOLVING CREDIT FACILITY AND FINANCE COSTS

AGA has a Revolving Credit Facility (“RCF”) agreement with Credit Suisse AG, London Branch with an evergreen structure whereby either party

is required to give two years notice to terminate the agreement. On 5 May 22, the RCF was upsized from €140.0m to €250.0m which incurred a

one-off commitment fee of €0.9m. Post year end, in January 2023, AGA received notice that the RCF will now revert to a conventional fixed-term

arrangement with an expiry date of 10 January 2025. The credit facility remains at €250.0m for this period with the margin remaining at 230 bps, (over

Risk Free Rate “RFR” or Euribor depending on the currency drawn) and the non-utilisation fee at c.100 bps per annum on an initial blended basis. The

facility was drawn twice during the year and fully repaid by 31 December 2022.

Summary of finance costs are detailed below:

YEAR ENDED

31 DECEMBER

2022

€’000

YEAR ENDED

31 DECEMBER

2021

€’000

Interest paid

114 –

Arrangement fee

900 700

Non-utilisation fee 2,136 1,569

Total finance costs 3,150 2,269

Under the Loan Agreement, the Company is required to provide Private Equity Investments as collateral for each utilisation. The loan-to-value must

not exceed 35% of the eligible Private Equity NAV, which the Company met throughout the year. There were no covenant breaches during the year.

As at 31 December 2022 the facility was unutilised (31 December 2021: €Nil).

Apax Global Alpha Limited / Annual Report and Accounts 2022

12 FINANCIAL RISK MANAGEMENT

The Company holds a variety of financial instruments in accordance with its Investment Management strategy. The investment portfolio comprises

Private Equity Investments and Derived Investments as shown in the table below:

31 DECEMBER

2022

31 DECEMBER

2020

Private Equity Investments 71% 75%

Private Equity financial assets 72% 75%

Private Equity financial liabilities –1% 0%

Derived Investments 29% 25%

Debt 27% 23%

Equities 2% 2%

Total 100% 100%

Private Equity Investments have a limited lifecycle as the average legal term of a fund is ten years, unless extended by investor consent.

The Company actively manages Derived Investments and realises these as opportunities arise and to meet calls from Private Equity Funds and other

liabilities where necessary.

The Company’s overall risk management programme seeks to maximise the returns derived for the level of risk to which the Company is exposed

and seeks to minimise potential adverse effects on the Company’s financial performance. Investments made by the Company potentially carry a

significant level of risk. There can be no assurance that the Company’s objectives will be achieved or that there will be a return of capital invested.

The management of financial risks is carried out by the Investment Manager under the policies approved by the Board of Directors. The Investment

Manager regularly updates the Board of Directors, a minimum of four times a year, on its activities and any material risk identified.

The Investment Manager manages financial risk against an investment reporting and monitoring framework tailored to the Company. The

framework monitors investment strategy, investment limits and restrictions as detailed in the prospectus along with additional financial metrics

deemed to be fundamental in the running and monitoring of the Invested Portfolio. The Invested Portfolio is monitored in real time which enables

the Investment Manager to keep a close review on performance and positioning.

The Company’s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risk including price risk, foreign currency risk and

interest rate risk. The Company is also exposed to operational risks such as custody risk. Custody risk is the risk of loss of securities held in custody

occasioned by the insolvency or negligence of the custodian. Although an appropriate legal framework is in place that mitigates the risk of loss of title

of the securities held by the custodian, in the event of failure, the ability of the Company to transfer the securities might be impaired. At 31 December

2022 and 31 December 2021, the Company’s custodians were ING and HSBC, both with A- credit ratings.

The Company considers concentration risk and noted that though it follows a sector-focused strategy, with four key sectors, both the Private Equity

Investments’ underlying portfolios and Derived Investments are diversified within each key sector, operate in a number of different geographic

regions and are also diversified by vintage.

CREDIT RISK

Credit risk is the risk of financial loss to the Company if a counterparty to a financial instrument fails to meet its contractual obligations. This risk arises

principally from the Company’s investment in debt, cash and cash equivalents, investment receivables and other receivables.

31 DECEMBER

2022

€’000 % OF NAV

31 DECEMBER

2021

€’000 % OF NAV

Debt investments 340,639 26% 304,609 20%

Cash and cash equivalents 67,966 5% 108,482 7%

Investment receivables 1,699 1% 33,603 2%

Other receivables 429 0% 1,347 0%

Total 410,733 32% 448,041 29%

(A) DEBT INVESTMENTS

The Investment Manager manages the risk related to debt investments by assessing the credit quality of the issuers and monitoring this through the

term of investment. The credit quality of the Company’s debt investments is summarised in the table below:

RATING (S&P)

31 DECEMBER

2022

€’000

% OF DEBT

INVESTMENTS % OF NAV

31 DECEMBER

2021

€’000

% OF DEBT

INVESTMENTS % OF NAV

B 39,211 12% 3% 34,242 11% 2%

B- 138,303 41% 11% 116,077 38% 8%

CCC+ 20,261 6% 2% 34,675 11% 2%

CCC 60,648 17% 5% 42,447 15% 3%

N/R

82,216 24% 6% 77,168 25% 5%

Total 340,639 100% 26% 304,609 100% 20%

1. Not currently rated by S&P

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

Financial statements

12 FINANCIAL RISK MANAGEMENT CONTINUED

CREDIT RISK CONTINUED

(A) DEBT INVESTMENTS CONTINUED

The Investment Manager also reviews the debt investments’ industry sector direct concentration. The Company was exposed to concentration risk

in the following industry sectors. A wider analysis of key sector concentration risk is included in note 12(d):

31 DECEMBER

2022

€’000

% OF DEBT

INVESTMENTS % OF NAV

31 DECEMBER

2021

€’000

% OF DEBT

INVESTMENTS % OF NAV

Tech & Digital

166,554 49% 13% 122,051 40% 8%

Services 64,545 19% 5% 65,436 22% 4%

Healthcare 97,631 29% 8% 104,634 34% 7%

Internet/Consumer 11,909 3% 1% 12,488 4% 1%

Total 340,639 100% 26% 304,609 100% 20%

(B) CASH AND CASH EQUIVALENTS

The Company limits its credit risk exposure in cash and cash equivalents by depositing cash with adequately rated institutions. No allowance for

impairment is made for cash and cash equivalents.

The exposure to credit risk to cash and cash equivalents is set out below:

CREDIT RATING

31 DECEMBER

2022

€’000

31 DECEMBER

2021

€’000

Cash held in banks A 3,397 316

Cash held in banks A– 582 205

Cash held in banks BBB+ 63,987 19,455

Cash held in money market funds

AAA – 88,506

Total 67,966 108,482

The Company’s cash is held with RBS International, HSBC, ING and JP Morgan, Goldman Sachs and Deutsche Bank money market funds.

The Company monitors the credit risk of investment receivables and other receivables on an ongoing basis. These assets are not considered

impaired nor overdue for repayment.

LIQUIDITY RISK

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. Such obligations are met through a

combination of liquidity from the sale of investments, revolving credit facility as well as cash resources. In accordance with the Company’s policy,

the Investment Manager monitors the Company’s liquidity position on a regular basis; the Board of Directors also reviews it, at a minimum, on a

quarterly basis.

The Company invests in two portfolios, Private Equity Investments and Derived Investments. Each portfolio has a different liquidity profile.

Derived Investments in the form of listed securities are considered to be liquid investments that the Company may realise on short notice. These are

determined to be readily realisable, as the majority are listed on major global stock exchanges. Derived Investments in the form of debt and unlisted

equity have a mixed liquidity profile as some positions may not be readily realisable due to an inactive market or due to other factors such as restricted

trading windows during the year. Debt investments held in actively traded bonds are considered to be readily realisable.

The Company’s Private Equity Investments are not readily realisable although, in some circumstances, they could be sold in the secondary market,

potentially at a discounted price. The timing and quantum of Private Equity distributions is difficult to predict, however, the Company has some

visibility on capital calls as the majority of the underlying funds operate capital call facilities. These are typically drawn by the underlying funds for

periods of c.12 months to fund investments and fund operating expenses, and provide the Company with reasonable visibility of calls for this period.

The table below summarises the maturity profile of the Company’s financial liabilities, commitments, and recallable distributions at 31 December

2022 based on contractual undiscounted repayment obligations. The contractual maturities of most financial liabilities are less than three months,

with the exception of the revolving credit facility and commitments to Private Equity Investments, where their expected cash flow dates are

summarised in the tables below.

The Company does not manage liquidity risk on the basis of contractual maturity, instead the Company manages liquidity risk based on expected

cash flows.

31 DECEMBER 2022

UP TO

3 MONTHS

€’000

3–12 MONTHS

€’000

1–5 YEARS

€’000

TOTAL

€’000

Investment payables 3,980 – – 3,980

Accrued expenses 1,875 – – 1,875

Private Equity Investments outstanding commitments and recallable distributions 15,816 85,302 904,030 1,005,148

Derived Investments commitments – 2,245 – 2,245

Total 21,671 87,547 904,030 1,013,248

Apax Global Alpha Limited / Annual Report and Accounts 2022

12 FINANCIAL RISK MANAGEMENT CONTINUED

LIQUIDITY RISK CONTINUED

31 DECEMBER 2021

UP TO

3 MONTHS

€’000

3–12 MONTHS

€’000

1–5 YEARS

€’000

TOTAL

€’000

Investment payables 67 – – 67

Accrued expenses 1,708 – – 1,708

Private Equity Investments outstanding commitments and recallable distributions 33,322 160,963 190,989 385, 274

Derived Investments commitments 3,794 7,732 – 11,526

Total 38,891 168,695 190,989 398,575

The Company has outstanding commitments and recallable distributions to Private Equity Investments as summarised below:

31 DECEMBER

2022

€’000

31 DECEMBER

2021

€’000

Apax Europe VI 225 225

Apax Europe VII 1,030 1,030

Apax VIII 14,713 20,473

Apax IX 30,157 44,061

Apax X 107,914 207,523

Apax XI 656,143 –

AMI Opportunities 9,977 12,595

AMI Opportunities II

37, 366 –

Apax Digital Fund 10,637 20,211

Apax Digital Fund II 80,938 79,156

Apax Global Impact 56,048 –

Total 1,005,148 385,274

At 31 December 2022, the Company had undrawn commitments and recallable distributions of €1,005m (31 December 2021: €385.2m), with the

increase related to the new commitments to Apax XI, AMI Opportunities II and Apax Global Impact (“AGI”) during the year. Within 12 months, €101.1m

(31 December 2021: €194.3m) is expected to be drawn mainly due to Apax X, AGI and Apax Digital Fund II. Additionally, the Company expects draw

downs of €2.2m from Derived Investments in the next 12 months for delayed draw and revolving credit facility debt positions held.

The Company has access to a credit facility upon which it can draw up to €250.0m (note 11). The Company may utilise this facility in the short term

to bridge Private Equity calls and ensure that it can realise the Derived Investments at the best price available. At 31 December 2022, the facility was

undrawn (31 December 2021: €Nil).

At year end, the Company’s investments are recorded at fair value. The remaining assets and liabilities are of a short-term nature and their fair values

approximate their carrying values.

MARKET RISK

Market risk is the risk that changes in market prices such as foreign currency exchange rates, interest rates and equity prices will affect the Company’s

income or the value of its investments. The Company aims to manage this risk within acceptable parameters while optimising the return.

(A) PRICE RISK

The Company is exposed to price risk on its Private Equity Investments and Derived Investments. All positions within the portfolio involve a degree

of risk and there are a wide variety of risks that affect how the price of each individual investment will perform. The key price risks in the Company’s

portfolio include, but are not limited to: investment liquidity – where a significant imbalance between buyers and sellers can cause significant

increases or decreases in prices; the risk that a company which has issued a bond or a loan has its credit rating changed, which can lead to significant

pricing risk; and general investment market direction, where various factors such as the state of the global economy or global political developments

can impact prices.

For the year ended 31 December 2022, the main price risks for the Company’s portfolio were market uncertainty due to inflation and geopolitical

uncertainty. The Investment Manager actively manages and monitors price risk. The table below reflects the sensitivity of price risk of the Invested

Portfolio and the impact on NAV:

31 DECEMBER 2022

BASE CASE

€’000

BULL CASE

(+20%)

€’000

BEAR CASE

(-20%)

€’000

Financial assets

1,241,200 1,489,440 992,960

Financial liabilities

(6,063) (4,851) (7, 276)

Change in NAV and profit

247,027 (247,027)

Change in NAV (%) 19% –19%

Change in total loss –247% 247%

Change in loss for the year –224% 224%

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

Financial statements

12 FINANCIAL RISK MANAGEMENT CONTINUED

MARKET RISK CONTINUED

(A) PRICE RISK CONTINUED

31 DECEMBER 2021

BASE CASE

€’000

BULL CASE

(+20%)

€’000

BEAR CASE

(-20%)

€’000

Financial assets

1,349,477 1,619,372 1,079,581

Financial liabilities

(1,067) (853) (1,280)

Change in NAV and profit

269,682 (269,682)

Change in NAV (%) 18% –18%

Change in total income 74% –74%

Change in profit for the year 78% –78%

(B) CURRENCY RISK

The Company is exposed to currency risk on those investments, cash, interest receivable and other non-current assets which are denominated

in a currency other than the Company’s functional currency, which is the euro. The Company does not hedge the currency exposure related to its

investments. The Company regards its exposure to exchange rate changes on the underlying investments as part of its overall investment return

and does not seek to mitigate that risk through the use of financial derivatives. The Company is also exposed to currency risk on fees which are

denominated in a currency other than the Company’s functional currency.

The Company’s exposure to currency risk on net assets is as follows:

AT 31 DECEMBER 2022

EUR

€’000

USD

€’000

GBP

€’000

INR

€’000

HKD

€’000

NZD

€’000

CHF

€’000

TOTAL

€’000

Financial assets and liabilities at FVTPL 429,859 753,388 31,199 351 8,431 11,909 – 1,235,137

Cash and cash equivalents 35,551 28,696 321 3,397 – – 1 67,966

Investment receivables – 632 – – – – – 632

Interest receivable

– 1,067 – – – – – 1,067

Other receivables 351 – 78 – – – – 429

Investment payables (3,980) – – – – – – (3,980)

Accrued expenses (1,875) – – – – – – (1,875)

Total net foreign currency exposure 459,906 783,783 31,598 3,748 8,431 11,909 1 1,299,376

AT 31 DECEMBER 2021

EUR

€’000

USD

€’000

GBP

€’000

INR

€’000

HKD

€’000

NZD

€’000

CHF

€’000

TOTAL

€’000

Financial assets and liabilities at FVTPL 499,938 790,630 34,337 4,225 6,792 12,488 – 1,348,410

Cash and cash equivalents 98,643 8,995 527 316 – – 1 108,482

Investment receivables – 33,603 – – – – – 33,603

Interest receivable – 980 – – – 329 – 1,309

Other receivables (1) – 39 – – – – 38

Investment payables – (67) – – – – – (67)

Accrued expenses (1,525) – (183) – – – – (1,708)

Total net foreign currency exposure 597,055 834,141 34,720 4,541 6,792 12,817 1 1,490,067

The Company’s sensitivity to changes in foreign exchange movements on net assets is summarised below:

31 DECEMBER 2022

BASE CASE

€’000

BULL CASE

(+20%)

€’000

BEAR CASE

(-20%)

€’000

USD 783,783 940,539 627,026

GBP 31,598 37,918 25,278

INR 3,748 4,498 2,998

HKD 8,431 10,117 6,745

NZD 11,909 14,291 9,527

CHF 1 1 1

Change in NAV and profit 167,895 (167,895)

Change in NAV (%) 13% –13%

Change in total loss –168% 168%

Change in loss for the year –153% 153%

31 DECEMBER 2021

BASE CASE

€’000

BULL CASE

(+15%)

€’000

BEAR CASE

(-15%)

€’000

USD 834,141 959,262 709,020

GBP 34,720 39,928 29,512

INR 4,541 5,222 3,860

HKD 6,792 7,811 5,773

NZD 12,817 14,740 10,894

CHF 1 1 1

Change in NAV and profit 133,952 (133,952)

Change in NAV (%) 9% –9%

Change in total income 37% –37%

Change in profit for the year 39% –39%

Apax Global Alpha Limited / Annual Report and Accounts 2022

12 FINANCIAL RISK MANAGEMENT CONTINUED

MARKET RISK CONTINUED

Interest rate risk arises from the effects of fluctuations in the prevailing levels of market interest rates on financial assets and liabilities and future cash

flows. The Company holds debt investments, loans payable and cash and cash equivalents that expose the Company to cash flow interest rate risk.

The Company’s policy makes provision for the Investment Manager to manage this risk and to report to the Board of Directors as appropriate.

The Company’s exposure to interest rate risk was €408.6m (31 December 2021: €413.1m). The analysis below assumes that the price remains

constant for both bull and bear cases. The impact of interest rate floors on the debt portfolio have been included in the bear case and fixed rate debt

positions have been excluded from the below:

31 DECEMBER 2022

BASE CASE

€’000

BULL CASE

(+500BPS)

€’000

BEAR CASE

(-500BPS)

€’000

Cash and cash equivalents 67,966 71,364 64,568

Debt 340,639 357,671 328,035

Change in NAV and profit 20,430 (16,002)

Change in NAV (%) 2% -1%

Change in total loss -20% 16%

Change in loss for the year -19% 15%

31 DECEMBER 2021

BASE CASE

€’000

BULL CASE

(+500BPS)

€’000

BEAR CASE

(-500BPS)

€’000

Cash and cash equivalents 108,482 113,906 103,058

Debt 304,609 319,839 304,609

Change in NAV and profit 20,655 (5,424)

Change in NAV (%) 1% 0%

Change in total income 6% –1%

Change in profit for the year 6% –2%

(D) CONCENTRATION RISK

The Investment Manager also reviews the concentration risk of the Invested Portfolio. The spread of the portfolio across the four key sectors is set

out below:

% OF

PRIVATE EQUITY

31 DECEMBER

2022

% OF DEBT

INVESTMENTS

31 DECEMBER

2022

% OF EQUITY

INVESTMENTS

31 DECEMBER

2022

% OF

PRIVATE EQUITY

31 DECEMBER

2021

% OF DEBT

INVESTMENTS

31 DECEMBER

2021

% OF EQUITY

INVESTMENTS

31 DECEMBER

2021

Tech & Digital

37% 49% 0% 41% 40% 0%

Services

31% 19% 42% 24% 21% 47%

Healthcare 12% 29% 36% 18% 35% 22%

Internet/Consumer 20% 3% 9% 17% 4% 22%

Other 0% 0% 13% 0% 0% 9%

Total 100% 100% 100% 100% 100% 100%

CAPITAL MANAGEMENT

The Company’s capital management objectives are to maintain a strong capital base to ensure the Company will continue as a going concern,

maximise capital appreciation and provide regular dividends to its shareholders. The Company’s capital comprises non-redeemable ordinary shares

and retained earnings.

The ordinary shares are listed on the London Stock Exchange. The Board receives regular reporting from its corporate broker which provides

insight into shareholder sentiment and movements in the NAV per share discount. The Board monitors and assesses the requirement for discount

management strategies.

13 FAIR VALUE ESTIMATION

(A) INVESTMENTS MEASURED AT FAIR VALUE

IFRS 13 “Fair Value Measurement” requires the Company to classify fair value measurements using a fair value hierarchy that reflects the significance

of the inputs used to make those measurements. The fair value hierarchy has the following levels:

– Quoted prices (unadjusted) in active markets for identical assets or liabilities (level 1).

– Valuation techniques based on observable inputs (other than quoted prices included within level 1), that are observable for the asset or liability,

either directly (that is, as prices) or indirectly (that is, derived from prices). This category includes instruments valued using: quoted market prices

in active markets for similar but not identical instruments; quoted prices for identical instruments in markets that are not considered to be active;

and other valuation techniques where all the significant inputs are directly or indirectly observable from market data (level 2).

– Valuation techniques for the asset or liability that are not based on observable market data (that is, unobservable inputs) (level 3).

The level in the fair value hierarchy within which the fair value measurement is categorised in its entirety is determined on the basis of the lowest

level input that is significant to the fair value measurement in its entirety. If a fair value measurement uses observable inputs that require significant

adjustment based on unobservable inputs, that measurement is a level 3 measurement. Assessing the significance of a particular input to the fair

value measurement in its entirety requires judgement, considering factors specific to the asset or liability.

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

Financial statements

13 FAIR VALUE ESTIMATION CONTINUED

(A) INVESTMENTS MEASURED AT FAIR VALUE CONTINUED

The determination of what constitutes “observable” requires significant judgement by the Company. The Company considers observable data to

be market data that is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources

that are actively involved in the relevant market. The Company also determines if there is a transfer between each respective level at the end of each

reporting period based on the valuation information available.

The following table analyses within the fair value hierarchy the Company’s financial assets and financial liabilities (by class) measured at fair value at

31 December 2022:

ASSETS AND LIABILITIES

LEVEL 1

€’000

LEVEL 2

€’000

LEVEL 3

€’000

TOTAL

€’000

Private Equity financial assets – – 877, 021 877, 021

Private Equity financial liabilities – – (6,063) (6,063)

Derived Investments 18,390 330,979 14,810 364,179

Debt

– 330,979 9,660 340,639

Equities 18,390 – 5,150 23,540

Total 18,390 330,979 885,768 1,235,137

The following table analyses within the fair value hierarchy the Company’s financial assets and liabilities (by class) measured at fair value at

31 December 2021:

ASSETS

LEVEL 1

€’000

LEVEL 2

€’000

LEVEL 3

€’000

TOTAL

€’000

Private Equity financial assets – – 1,013,922 1,013,922

Private Equity financial liabilities – – (1,067) (1,067)

Derived Investments 21,376 295,701 18,478 335,555

Debt

– 295,701 8,908 304,609

Equities 21,376 – 9,570 30,946

Total 21,376 295,701 1,031,333 1,348,410

IFRS 13 requires the Company to describe movements in and transfers between levels of the fair value hierarchy. The Company determines if there is

a transfer between each respective level at the end of each reporting period based on the valuation information available.

There were no transfers to or from level 1, level 2 or level 3 during the period.

(B) SIGNIFICANT UNOBSERVABLE INPUTS USED IN MEASURING FAIR VALUE

The Company values debt instruments in the Derived Portfolio using third-party market data and broker quotes where available. Where such

information is not available, the Company uses models that take account of factors that are relevant to each investment and that prioritise the use of

observable inputs.

The Company values unquoted equities in the Derived Portfolio using recent transaction data where applicable or models that utilise comparable

company multiples applied to budgeted and historical earnings.

The Company values its holdings in Private Equity based on the NAV statements it receives from the respective underlying fund. The main inputs

into the valuation models used to value the underlying level 3 investments within the Private Equity Funds are earnings multiples (based on the

earnings multiples of comparable listed companies). These are applied to the budgeted or historical earnings of each investment. In addition,

original transaction price, recent transactions in the same or similar instruments and completed third-party transactions in comparable

instruments are also considered.

The fair value of investments in subsidiaries is considered to be the NAV of the underlying subsidiaries which includes the fair value of investments

held net of other net current assets or liabilities. The fair value of the underlying investments held are included within the Derived Investments

disclosures as relevant.

Movements in level 3 investments are summarised in the table below:

YEAR ENDED

31 DECEMBER 2022

YEAR ENDED

31 DECEMBER 2021

PRIVATE EQUITY

INVESTMENTS

€’000

DERIVED

INVESTMENTS

€’000

TOTAL

€’000

PRIVATE EQUITY

INVESTMENTS

€’000

DERIVED

INVESTMENTS

€’000

TOTAL

€’000

Opening fair value 1,012,855 18,478 1,031,333 788,307 4,197 792,504

Additions 194,380 – 194,380 199,941 8,623 208,564

Disposals and repayments (228,316) (7,098) (235,414) (275,146) – (275,146)

Realised gains/(losses) on financial assets

12,595 (6,931) 5,664 58,404 – 58,404

Unrealised (losses)/gains on financial assets (114,493) 10,361 (104,132) 242,416 5,658 248,074

Unrealised losses on financial liabilities (6,063) – (6,063) (1,067) – (1,067)

Transfers into level 3 – – – – – –

Closing fair value 870,958 14,810 885,768 1,012,855 18,478 1,031,333

Financial assets held at FVTPL 877, 021 14,810 891,831 1,013,922 18,478 1,032,400

Financial liabilities held at FVTPL (6,063) – (6,063) (1,067) – (1,067)

The unrealised losses attributable to only assets and liabilities held at 31 December 2022 were €104.1m (31 December 2021: €248.1m).

Apax Global Alpha Limited / Annual Report and Accounts 2022

13 FAIR VALUE ESTIMATION CONTINUED

(B) SIGNIFICANT UNOBSERVABLE INPUTS USED IN MEASURING FAIR VALUE CONTINUED

The table below sets out information about significant unobservable inputs used in measuring financial instruments categorised as level 3 in the fair

value hierarchy:

DESCRIPTION VALUATION TECHNIQUE

SIGNIFICANT

UNOBSERVABLE INPUTS

SENSITIVITY TO CHANGES IN SIGNIFICANT

UNOBSERVABLE INPUTS

31 DECEMBER

2022

VALUATION

€’000

31 DECEMBER

2021

VALUATION

€’000

Private Equity

financial assets

Private Equity

financial

liabilities

NAV adjusted for carried interest NAV The Company does not apply further

discount or liquidity premiums to the

valuations as these are already captured

in the underlying valuation. This NAV is

subject to changes in the valuations of the

underlying portfolio companies. These

can be exposed to a number of risks,

including liquidity risk, price risk, credit risk,

currency risk and interest rate risk.

A movement of 10% in the value of Private

Equity Investments would move the NAV

at the year end by 6.7% (31 December

2021: 6.8%).

877,021

(6,063)

1,013,922

(1,067)

Debt The Company holds a convertible

preferred instrument, the value of

which is determined by the probability

weighted average of the instrument

converting or not converting at the

valuation date

Probability of

conversion

On a look-through basis the Company held

1 debt position (31 December 2021: 1)

which had probability of conversion of 60%

applied.

A movement of 10% in the conversion

percentage would result in a movement of

0.0% on NAV at year end.

9,660 8,908

Equities Comparable company earnings

multiples and/or precedent

transaction analysis

Comparable

company

multiples

The Company held 2 equity positions

(31 December 2021: 2) which were valued

using comparable company multiples. The

average multiple was 8.5x (31 December

2021: 7.8x).

A movement of 10% in the multiple applied

would move the NAV at year end by 0.1%

(31 December 2021: 0.1%).

5,150 9,426

14 SHAREHOLDERS’ CAPITAL

At 31 December 2022, the Company had 491,100,768 ordinary shares fully paid with no par value in issue (31 December 2021: 491,100,768 shares).

All ordinary shares rank pari passu with each other, including voting rights and there has been no change since 31 December 2021.

The Company has one share class; however, a number of investors are subject to lock-up periods, which restricts them from disposing of ordinary

shares issued at admission. For investors which had five-year lock-up periods at admission, all of these shares have been released following the fifth

anniversary on 15 June 2020. For investors with ten-year lock-up periods, 20% of ordinary shares were released from lock-up on 15 June 2021, with a

further 20% being released annually until 15 June 2025. Additionally, performance shares awarded to the Investment Manager are subject to a one-

year lock-up from date of receipt.

NOTES TO THE FINANCIAL STATEMENTS CONTINUED

Financial statements

15 EARNINGS AND NAV PER SHARE

EARNINGS

YEAR ENDED

31 DECEMBER 2022

YEAR ENDED

31 DECEMBER 2021

(Loss)/profit for the year attributable to equity shareholders: €’000 (110,037) 344,904

Weighted average number of shares in issue

Ordinary shares at end of year 491,100,768 491,100,768

Shares issued in respect of performance fee – –

Total weighted ordinary shares 491,100,768 491,100,768

Dilutive adjustments – –

Total diluted weighted ordinary shares 491,100,768 491,100,768

Effect of performance fee adjustment on ordinary shares

Performance shares to be awarded based on a liquidation basis

– 3,109,665

Adjusted shares

491,100,768 494,210,433

(Loss)/earnings per share (cents)

Basic -22.41 70.23

Diluted -22.41 70.23

Adjusted -22.41 69.79

31 DECEMBER

2022

31 DECEMBER

2021

NAV €’000

NAV at end of year 1,299,376 1,490,067

NAV per share (€)

NAV per share 2.65 3.03

Adjusted NAV per share 2.65 3.02

1. The number of performance shares is calculated inclusive of deemed realised performance shares that would be issued utilising the theoretical performance fee payable calculated on a liquidation basis

2. The calculation of Adjusted Shares above assumes that new shares were issued by the Company to the Investment Manager in lieu of the performance fee. As per the prospectus, the Company may also

purchase shares from the market if the Company is trading at a discount to its NAV per share. In such a case, the Adjusted NAV per share would be calculated by taking the NAV at the year-end adjusted

for the performance fee reserve and then divided by the current number of ordinary shares in issue. At 31 December 2022, there was no performance fee accrued and therefore Adjusted NAV per share

remained the same as NAV per share at €2.65. In the prior year, the Adjusted NAV per share for both methodologies resulted in an Adjusted NAV per share of €3.02

At 31 December 2022, there were no items that would cause a dilutive effect on earnings per share (2021: Nil). The adjusted earnings per share

has been calculated based on the profit attributable to shareholders adjusted for the total accrued performance fee at year end over the weighted

average number of ordinary shares. This has been calculated on a full liquidation basis.

16 DIVIDENDS

DIVIDENDS PAID TO SHAREHOLDERS DURING THE YEAR

YEAR ENDED 31 DECEMBER 2022 YEAR ENDED 31 DECEMBER 2021

€’000 € £’000 £ €’000 € £’000 £

Final dividend paid for 2021/2020 37,417 7.59c 31,234 6.36p 30,005 6.11c 25,930 5.28p

Interim dividend paid for 2022/2021 34,847 7.0 9c 29,466 6.00p 34,406 7.05c 29,319 5.97p

Total 72,264 14.68c 60,700 12.36p 64,411 13.16c 55,249 11.25p

DIVIDENDS TO SHAREHOLDERS IN RESPECT OF THE YEAR

YEAR ENDED 31 DECEMBER 2022 YEAR ENDED 31 DECEMBER 2021

€’000 € £’000 £ €’000 € £’000 £

Final dividend proposed 32,462 6.61 28,582 5.82 37,275 7.59c 31,234 6.36p

Interim dividend paid 34,847 7.09 29,466 6.00 34,406 7.05c 29,319 5.97p

Total 67,309 13.70 58,048 11.82 71,681 14.64c 60,553 12.33p

On 1 March 2023, the Board approved the final dividend for 2022, 5.82 pence per share (6.61 cents euro equivalent) (2021: 6.36 pence per share (7.59

cents euro equivalent)). This represents 2.5% of the Company’s euro NAV at 31 December 2022 and will be paid on 3 April 2023.

On 18 August 2022, the Board approved an interim dividend for the six months ended 30 June 2022, 6.00 pence per share (7.09 cents euro

equivalent) (2021: 5.97 pence per share (7.05 cents euro equivalent)). This represents 2.5% of the Company’s euro NAV at 30 June 2022 and was paid

on 23 September 2022.

The Board considered the Company’s future liquidity position and ability to pay dividends and deemed it appropriate to maintain payment of the

interim and final dividend in respect of 2022.

17 SUBSEQUENT EVENTS

On 2 March 2023, the Board announced the final dividend for 2022, 5.82 pence per share (6.61 cents euro equivalent) (2021: 6.36 pence per share

(7.59 cents euro equivalent). This represents 2.5% of the Company’s euro NAV at 31 December 2022 and will be paid on 3 April 2023.

In January 2023, AGA received notice from Credit Suisse AG, London Branch that its RCF will now revert to a conventional fixed-term arrangement

with an expiry date of 10 January 2025. The credit facility remains at €250.0m for this period with the margin remaining at 230 bps, (over Risk Free

Rate “RFR” or Euribor depending on the currency drawn) and the non-utilisation fee at c.100 bps per annum on an initial blended basis.

Apax Global Alpha Limited / Annual Report and Accounts 2022

ADMINISTRATION

DIRECTORS (ALL NON-EXECUTIVE)

Tim Breedon CBE (Chairman)

Susie Farnon (Chair of the Audit Committee)

Chris Ambler

Mike Bane

Stephanie Coxon

REGISTERED OFFICE OF THE COMPANY

PO Box 656

East Wing

Trafalgar Court

Les Banques

St Peter Port

Guernsey GY1 3PP

Channel Islands

INVESTMENT MANAGER

Apax Guernsey Managers Limited

Third Floor, Royal Bank Place

1 Glategny Esplanade

St Peter Port

Guernsey GY1 2HJ

Channel Islands

INVESTMENT ADVISOR

Apax Partners LLP

33 Jermyn Street

London

SW1Y 6DN

United Kingdom

www.apax.com

ADMINISTRATOR, COMPANY SECRETARY AND DEPOSITARY

Aztec Financial Services (Guernsey) Limited

PO Box 656

East Wing

Trafalgar Court

Les Banques

St Peter Port

Guernsey GY1 3PP

Channel Islands

Tel: +44 (0)1481 749 700

AGA-admin@aztecgroup.co.uk

www.aztecgroup.co.uk

CORPORATE BROKER

Jefferies International Limited

100 Bishopsgate

London EC2N 4JL

United Kingdom

REGISTRAR

Link Asset Services

Mont Crevelt House

Bulwer Avenue

St Sampson

Guernsey GY2 4LH

Channel Islands

Tel: +44 (0) 871 664 0300

enquiries@linkgroup.co.uk

www.linkassetservices.com

INDEPENDENT AUDITOR

KPMG Channel Islands Limited

Glategny Court

St Peter Port

Guernsey GY1 1WR

Channel Islands

ASSOCIATION OF INVESTMENT COMPANIES – AIC

The AIC is the trade body for closed-ended investment companies. It

helps its member companies deliver better returns for their investors

through lobbying, media engagement, technical advice, training, and

events.

www.theaic.co.uk

DIVIDEND TIMETABLE

Announcement: 2 March 2023

Ex-dividend date: 9 March 2023

Record date: 10 March 2023

Payment date: 3 April 2023

EARNINGS RELEASES

Earnings releases are expected to be issued on or around 4 May and

2 November 2023. The interim results for the six months to 30 June

2022 are expected to be issued around 6 September 2023.

STOCK SYMBOL

London Stock Exchange: APAX

ENQUIRIES

Any enquiries relating to shareholdings on the share register (for

example, transfers of shares, changes of name or address, lost share

certificates or dividend cheques) should be sent to the Registrars

at the address given above. The Registrars offer an online facility at

www.signalshares.com which enables shareholders to manage their

shareholding electronically.

INVESTOR RELATIONS

Enquiries relating to AGA’s strategy and results or if you would like to

arrange a meeting, please contact:

Katarina Sallerfors

Investor Relations – AGA

Apax Partners LLP

33 Jermyn Street

London

SW1Y 6DN

United Kingdom

Tel: +44 (0) 207 872 6300

investor.relations@apaxglobalalpha.com

Shareholder information

INVESTMENT POLICY

The Company’s investment policy is to make (i) Private Equity

Investments, which are primary and secondary commitments to,

and investments in, existing and future Apax Funds and (ii) Derived

Investments, which Apax will typically identify as a result of the process

that Apax Partners undertakes in its private equity activities and which

will comprise direct or indirect investments other than Private Equity

Investments, including primarily investments in public and private debt,

as well as limited investments in equity, primarily in listed companies. For

the foreseeable future, the Board believes that market conditions and

the relative attractiveness of investment opportunities in private equity

will cause the Company to hold the majority of its investments in private

equity assets. The investment mix will fluctuate over time due to market

conditions and other factors, including calls for and distributions from

Private Equity Investments, the timing of making and exiting Derived

Investments and the Company’s ability to invest in future Apax Funds.

The actual allocation may therefore fluctuate according to market

conditions, investment opportunities and their relative attractiveness,

the cash flow requirements of the Company, its dividend policy and

other factors.

PRIVATE EQUITY INVESTMENTS

The Company expects that it will seek to invest in any new Apax Funds

that are raised in the future. Private Equity Investments may be made

into Apax Funds with any target sectors and geographic focus and may

be made directly or indirectly. The Company will not invest in third-party

managed funds.

DERIVED INVESTMENTS

The Company will typically follow the Apax Group’s core sector and

geographical focus in making Derived Investments, which may be made

globally. Derived Investments may include among others: (i) direct

and indirect investments in equity and debt instruments, including

equity in private and public companies, as well as in private and public

debt which may include sub-investment grade and unrated debt

instruments; (ii) co-investments with Apax Funds or third parties; (iii)

investments in the same or different types of equity or debt instruments

in portfolio companies as the Apax Funds and may potentially include (iv)

acquisitions of Derived Investments from Apax Funds or third-parties;

and (v) investments in restructurings; and (vi) controlling stakes

incompanies.

INVESTMENT RESTRICTIONS

The following specific investment restrictions apply to the Company’s

investment policy:

– no investment or commitment to invest shall be made in any

ApaxFund which would cause the total amounts invested by

the Company in, together with all amounts committed by the

Company to, such Apax Fund to exceed, at the time of investment

or commitment, 25% of the Gross Asset Value; this restriction

does not apply to any investments in or commitments to invest

made to any Apax Fund that has investment restrictions restricting

it from investing or committing to invest more than 25% of its total

commitments in any one underlying portfolio company;

– not more than 15% of the Gross Asset Value may be invested in any

one portfolio company of an Apax Fund on a look-through basis;

– not more than 15% of the Gross Asset Value may be invested in any

one Derived Investment; and

– in aggregate, not more than 20% of the Gross Asset Value is intended

to be invested in Derived Investments in equity securities of publicly

listed companies. However, such aggregate exposure will always be

subject to an absolute maximum of 25% of the Gross Asset Value.

The aforementioned restrictions apply as at the date of the relevant

transaction or commitment to invest. Hence, the Company would not be

required to effect changes in its investments owing to appreciations or

depreciations in value, distributions or calls from existing commitments

to Apax Funds, redemptions or the receipt of, or subscription for, any

rights, bonuses or benefits in the nature of capital or of any acquisition or

merger or scheme of arrangement for amalgamation, reconstruction,

conversion or exchange or any redemption, but regard shall be had

to these restrictions when considering changes or additions to the

Company’s investments (other than where these investments are

dueto commitments made by the Company earlier).

The Company may borrow in aggregate up to 25% of Gross Asset Value

at the time of borrowing to be used for financing or refinancing (directly

or indirectly) its general corporate purposes (including without limitation,

any general liquidity requirements as permitted under its Articles of

Incorporation), which may include financing short-term investments

and/or buybacks of ordinary shares. The Company does not intend

tointroduce long-term structural gearing.

Apax Global Alpha Limited / Annual Report and Accounts 2022

Alternative Investment Fund

Managers Directive (“AIFMD”)

STATUS AND LEGAL FORM

The Company is a non-EU Alternative Investment Fund (“AIF”), being

aclosed-ended investment company incorporated in Guernsey and

listed on the London Stock Exchange. The Company’s registered office

is PO Box 656, East Wing, Trafalgar Court, Les Banques, St Peter Port,

Guernsey GY1 3PP.

REMUNERATION DISCLOSURE

This disclosure contains general information about the basic

characteristics of AGML’s (the “AIFM”) remuneration policies

and practices as well as some detailed information regarding the

remuneration policies and practices for board directors whose

professional activities have a material impact on the risk profile

of Apax Global Alpha Limited (the “AIF”).

This disclosure is intended to provide the information contemplated

by Section XIII of the ESMA Guidelines on sound remuneration policies

under the AIFMD and paragraph 8 of the Commission Recommendation

(2009/384/EC of 30 April 2009 on remuneration policies in the financial

services sector) taking into account the nature, scale and complexity of

the AIFM and the AIFs it manages. The AIFM is a non-EU manager and

the AIF is a non-EU closed-ended investment company incorporated in

Guernsey and listed on the London Stock Exchange.

The AIF is externally managed

by the AIFM. The AIFM does not have any

employees, however, it does have a board of directors comprising four

people, two of whom are employees of Apax Partners Guernsey Limited

(“APG”) and two of whom are non-executive directors. No other persons

are remunerated directly from the AIFM for work in relation to the AIFM

or the AIF. The directors of the AIFM fall within the Directive definitions

as senior management and risk-takers as detailed below:

– “senior management” means the relevant persons responsible for

the supervision of the AIFM and for the assessment and periodical

review of the adequacy and effectiveness of the risk management

process and policies of the AIFM; and

– “risk-takers” means all staff whose actions have a material impact

on the AIFM’s risk profile or the risk profile of the AIF and, given the

size of the AIFM’s operations, includes all staff of the AIFM who are

involved directly or indirectly in the management of the AIF.

GENERAL DESCRIPTION OF POLICY

The board of the AIFM has adopted a remuneration policy which applies

to the directors. The overarching aim of the policy is twofold: (i) to ensure

that there is no encouragement for risk-taking at the level of the AIF

which is inconsistent with the risk profile and investment strategy of the

AIF; and (ii) to encourage proper governance, risk management and the

use of sound control processes. All directors are responsible for ensuring

the AIF acts in accordance with its investment policy and managing the

AIFM’s risks effectively. The policy recognises that two of the directors

are non-executive directors and two directors are Apax employees (the

“Apax directors”).

Remuneration (which excludes carried interest) paid to the directors is

not based on, or linked to, the overall performance of the AIF. Other than

described below, there is no variable component in the remuneration

paid to any of the directors for their services on the board and thus the

policy does not seek to identify quantitative and qualitative criteria by

which the directors’ performance can be assessed for the purposes

of adjusting a variable component of remuneration. Remuneration

paid to the directors is therefore not based on, or linked to, the overall

performance of the AIF.

GENERAL DESCRIPTION OF REMUNERATION GOVERNANCE

The remuneration process is overseen by the AIFM directors. The board

of the AIFM reviews the remuneration policy annually. The board of the

AIFM ensures that the policy is transparent and easy to understand.

REMUNERATION FRAMEWORK – OBJECTIVES

The remuneration of directors is described in the table below:

TYPE OF REMUNERATION PURPOSE

Non-executive

directors of the AIFM

x2 persons

– a contractual arrangement is in place with

each person for their services

– receive a set amount of remuneration

eachquarter

– the remuneration of these directors is

detailed in the disclosed remuneration value

APG employees as

directors of the AIFM

x2 persons

– the services provided by these directors is

included within the total fee payable for

services provided by the administrator to the

AIFM and the performance of these services

forms part of the employee’s duties

Variable remuneration – the AIFM may receive performance shares in

the AIF (as part of its performance fee

shares awarded) and may choose to award a

proportion of those shares to the APG

employees as Directors of the AIFM or to

other employees of the Apax Group on a

discretionary basis

AIFMD

Shareholder information

QUANTITATIVE DISCLOSURES

The table below shows the breakdown of remuneration for the fiscal year

ended 31 December 2022, for the directors:

Total The total amount of fixed remuneration

for the reporting period paid by the AIFM

to its directors

£163,114

Performance

The total number of performance shares

awarded free from consideration during

theyear

4,698

Carried

interest

Not applicable to the AIF

1. From the Directive – “Depending on their legal form, it should be possible for AIFs to be either

externally or internally managed. An AIF should be deemed externally managed when an external

legal person has been appointed as manager by or on behalf of the AIF, which through such

appointment is responsible for managing the AIF”

2. The AIF will not pay carried interest, which can be confirmed in its prospectus

SUSTAINABLE RISK FINANCE DISCLOSURE REGULATION

(2019/2088) (THE “DISCLOSURE REGULATION”)

The AIFM makes the following disclosures in accordance with Article 6(1)

and Article 7(2) of the Disclosure Regulation:

INTEGRATION OF SUSTAINABILITY RISKS

The policy of the AIFM on the integration of sustainability risks in its

investment decision-making process is to rely on the responsible

investment and sustainability policies and procedures of Apax Partners

LLP (the “Investment Advisor”) as set out at:

https://www.apaxglobalalpha.com/investment-portfolio/

sustainability/

In line with the above policy, the AIFM and the Investment Advisor

on which the AIFM relies, has determined that sustainability risks

are relevant to the AIF. It has reached this determination, having had

regard to the types of investments that may be made in accordance

with AIF’s investment policy and objectives and has concluded that

environmental or social characteristics and sustainable investments are

relevant but are not a key objective for the AIF. It has therefore assessed

that investments on behalf of AIF are likely to be subject to specific

sustainability risks and that the AIF returns may be impacted.

The portfolio of the AIF comprises different direct and indirect

investments that may change over time as a result of specific

investment decisions made and accordingly the identification and

assessments of risks, including sustainability risks, will take place

on an investment-by-investment basis. The Investment Advisor’s

assessment (on which the AIFM relies) is that integration of sustainability

risks in investment decisions, combined with a diversified portfolio, is

appropriate for the AIF. In light of its investment objective and strategy,

this should help mitigate the potential material negative impact of

sustainability risks on the returns of the AIF. Although there can be no

assurance that all such risks will be mitigated in whole or in part, nor

identified prior to the date the risk materialises.

TRANSPARENCY OF ADVERSE SUSTAINABILITY IMPACTS

The Investment Advisor does not consider the adverse impacts of

investment decisions on sustainability factors in the manner prescribed

by article 4 of the Disclosure Regulation.

Article 4 of the Disclosure Regulation requires fund managers to make a

clear statement as to whether or not they consider the “principal adverse

impacts” of investment decisions on sustainability factors. Although

the Investment Advisor takes sustainability and ESG very seriously the

Investment Advisor could not gather and/or measure all of the data on

which it expects to be obliged by article 4 of the Disclosure Regulation

to report, or could not do so systematically, consistently, and at a

reasonable cost to investors. This data gap is not expected to change

in the short term. This is because: (i) various underlying issuers (which

may be global, and many not public interest entities) are not obliged

to, and overwhelmingly do not currently, report by reference to the

same data; or (ii) the underlying investments and issuers are still in the

process of considering their mandatory data collection and disclosure

requirements.

TAXONOMY REGULATION DISCLOSURE

The investments underlying this financial product do not take into

account the EU criteria for environmentally sustainable economic

activities.

MATERIAL CHANGES

Other than the new Disclosure Regulation, there have been no material

changes to the information disclosed under Article 23 of the AIFMD in

the prospectus of the Company.

Apax Global Alpha Limited / Annual Report and Accounts 2022

QUARTERLY RETURNS SINCE 1Q17

TOTAL RETURN

(EURO) RETURN ATTRIBUTION

PRIVATE

EQUITY

DERIVED

DEBT

DERIVED

EQUITY

PRIVATE

EQUITY

DERIVED

DEBT

DERIVED

EQUITY

PERFORMANCE

FEE OTHER

TOTAL NAV

RETURN

1Q17 1.6% 0.5% 4.7% 0.7% 0.2% 0.6% (0.3%) 0.2% 1.4%

2Q17 (2.7%) (7.7%) 11.4% (1.9%) (2.4%) 2.9% (0.6%) (0.2%) (2.1%)

3Q17 1.0% (1.4%) 0.2% 0.8% (0.3%) 0.2% (0.2%) (0.9%) (0.3%)

4Q17 3.4% 5.2% 3.4% 1.8% 1.0% 1.0% (0.4%) 0.2% 3.5%

1Q18 0.0% (1.7%) (0.2%) (0.3%) 0.0% (0.1%) 0.2% (0.4%) (0.7%)

2Q18 11.0% 2.5% (1.8%) 6.9% 0.7% (0.2%) (0.3%) (0.1%) 6.9%

3Q18 5.4% 1.5% (10.4%) 3.5% 0.2% (1.8%) 0.1% (0.2%) 1.8%

4Q18 (0.0%) 2.3% (3.9%) (0.0%) 0.2% (0.7%) (0.2%) 0.1% (0.7%)

1Q19 12.3% 4.8% 1.2% 7.9% 0.9% 0.1% 0.0% (0.2%) 8.7%

2Q19 7.1% 0.9% (0.4%) 4.8% 0.2% 0.0% (0.3%) (0.2%) 4.4%

3Q19 6.9% 6.0% (3.5%) 4.3% 1.4% (0.4%) (0.2%) (0.2%) 4.9%

4Q19 3.0% 1.8% 14.9% 2.5% 0.1% 1.3% (0.5%) 0.0% 3.4%

1Q20 (11.6%) (7.7%) (25.1%) (8.0%) (1.8%) (1.8%) 0.0% (0.3%) (11.9%)

2Q20 16.0% 7.0 % 14.8% 11.1% 1.6% 0.7% 0.0% (0.2%) 13.3%

3Q20 12.4% 2.1% (2.4%) 8.4% 0.4% (0.1%) 0.0% (0.3%) 8.5%

4Q20 8.7% (0.1%) 36.1% 6.0% 0.0% 1.0% 0.0% (0.1%) 6.9%

1Q21 13.7% 6.4% 18.3% 8.5% 1.6% 0.7% (0.2%) (0.2%) 10.4%

2Q21 9.5% 1.4% 8.2% 6.1% 0.4% 0.3% (0.1%) (0.2%) 6.5%

3Q21 13.6% 3.4% 6.5% 9.1% 0.9% 0.3% (0.2%) (0.2%) 9.9%

4Q21 (0.6%) 2.7% (3.7%) (0.4%) 0.7% (0.1%) (0.1%) (0.2%) (0.1%)

1Q22 (3.1%) 2.8% (0.7%) (2.0%) 0.6% 0.0% (0.2%) (0.1%) (1.7%)

2Q22 (2.6%) 0.7% (10.0%) (1.8%) 0.1% (0.2%) 0.2% (0.2%) (1.9%)

3Q22 3.0% 6.0% (2.9%) 2.1% 1.6% (0.1%) (0.3%) (0.1%) 3.2%

4Q22 (8.2%) (6.2%) 8.0% (9.9%) 1.8% 0.5% 0.5% (0.2%) (7.3%)

2017 3.3% (2.0%) 24.2% 1.6% (0.7%) 4.3% (1.4%) (1.7%) 2.2%

2018 17.4% 4.5% (17.6%) 10.1% 1.2% (3.0%) 0.2% (1.4%) 7.1%

2019 33.9% 11.8% 9.1% 20.2% 2.7% 1.1% (1.0%) (0.3%) 22.7%

2020 25.4% 0.2% (3.8%) 15.9% 0.0% (0.2%) 0.0% (0.9%) 14.8%

2021 41.0% 13.4% 37.5% 25.0% 4.0% 1.3% (0.7%) (0.9%) 28.7%

2022 (11.3%) 2.7% (7.4%) (7.3%) 0.6% (0.1%) 0.0% (0.6%) (7. 4%)

Shareholder information

TOTAL RETURN

(CONSTANT CURRENCY) RETURN ATTRIBUTION

PRIVATE

EQUITY

DERIVED

DEBT

DERIVED

EQUITY

PRIVATE

EQUITY

DERIVED

DEBT

DERIVED

EQUITY

PERFORMANCE

FEE OTHER

TOTAL NAV

RETURN

1Q17 2.0% 1.7% 4.5% 1.1% 0.7% 0.7% (0.3%) (0.2%) (0.6%) 1.4%

2Q17 1.5% (1.5%) 17.9% 0.7% (0.3%) 3.3% (0.5%) (0.6%) (4.8%) (2.1%)

3Q17 2.5% 1.7% 1.1% 1.3% 0.5% 0.5% (0.1%) (0.2%) (2.3%) (0.3%)

4Q17 4.5% 6.6% 3.9% 2.7% 1.4% 1.2% (0.4%) (0.2%) (1.1%) 3.5%

1Q18 1.3% 0.6% 2.4% 0.4% 0.4% 0.2% 0.3% (0.3%) (1.7%) (0.7%)

2Q18 8.9% (2.6%) (3.9%) 5.8% (0.2%) (0.6%) (0.3%) (0.5%) 2.7% 6.9%

3Q18 5.5% 1.0% (9.5%) 3.5% 0.1% (1.7%) 0.2% (0.2%) (0.1%) 1.8%

4Q18 (0.3%) 1.3% (4.9%) (0.2%) 0.1% (0.8%) (0.3%) 0.0% 0.5% (0.7%)

1Q19 10.0% 2.5% (1.5%) 6.4% 0.5% (0.2%) 0.0% (0.2%) 2.2% 8.7%

2Q19 8.0% 2.3% 0.8% 5.3% 0.5% 0.1% (0.3%) (0.2%) (1.0%) 4.4%

3Q19 4.8% 2.5% (5.1%) 3.1% 0.6% (0.6%) (0.2%) (0.3%) 2.3% 4.9%

4Q19 4.1% 3.7% 15.2% 3.2% 0.6% 1.3% (0.5%) 0.0% (1.2%) 3.4%

1Q20 (11.6%) (8.6%) (23.5%) (7.9%) (2.0%) (1.7%) 0.0% (0.2%) (0.1%) (11.9%)

2Q20 16.3% 8.4% 16.2% 11.4% 2.0% 0.8% 0.0% (0.2%) (0.6%) 13.3%

3Q20 15.9% 5.7% (1.0%) 10.7% 1.2% 0.0% 0.0% (0.2%) (3.2%) 8.5%

4Q20 11.0% 3.0% 37. 2% 7.6% 0.7% 1.1% 0.0% (0.1%) (2.4%) 6.9%

1Q21 9.6% 2.5% 14.1% 6.0% 0.7% 0.6% (0.2%) (0.2%) 3.5% 10.4%

2Q21 10.2% 1.9% 9.2% 6.6% 0.5% 0.4% (0.1%) (0.2%) (0.7%) 6.5%

3Q21 11.8% 1.5% 5.4% 7.9% 0.5% 0.2% (0.2%) (0.1%) 1.6% 9.9%

4Q21 (2.3%) 1.0% (5.9%) (1.5%) 0.3% (0.1%) (0.2%) (0.2%) 1.6% (0.1%)

1Q22 (5.4%) 0.3% (2.1%) (3.6%) 0.2% 0.0% (0.2%) (0.2%) 2.1% (1.7%)

2Q22 (6.1%) (3.7%) (12.5%) (3.9%) (1.0%) (0.3%) 0.2% (0.2%) 3.3% (1.9%)

3Q22 (1.6%) 0.4% (6.7%) (1.0%) 0.4% (0.1%) (0.3%) (0.2%) 4.4% 3.2%

4Q22 (2.1%) 1.1% 14.6% (1.5%) 0.0% 0.3% 0.3% (0.2%) (6.2%) (7. 3%)

2017 10.0% 9.8% 35.7% 4.9% 2.1% 5.5% (1.3%) (1.0%) (8.0%) 2.2%

2018 15.9% 0.3% (17.4%) 9.2% 0.4% (2.9%) 0.2% (1.5%) 1.7% 7.1%

2019 31.7% 9.6% 5.5% 19.3% 2.2% 0.7% (0.7%) (1.0%) 2.2% 22.7%

2020 32.6% 7.4% 2.5% 20.6% 1.7% 0.1% 0.0% (0.8%) (6.8%) 14.8%

2021 34.6% 6.9% 30.2% 21.0% 2.3% 1.1% (0.7%) (0.9%) 5.9% 28.7%

2022 (14.8%) (1.7%) (8.6%) (9.5%) (0.4%) (0.2%) 0.0% (0.6%) 3.3% (7.4%)

NOTE: All quarterly information included in the tables above is unaudited

1. Total Return for each respective sub-portfolio has been calculated by taking total gains or losses and dividing them by the sum of Adjusted NAV at the beginning of the period and the

time-weighted net invested capital. The time-weighted net invested capital is the sum of investments made during the period less realised proceeds received during the period, both

weighted by the number of days the capital was at work in the portfolio

2. Includes management fees and other general costs. It also includes FX on the euro returns table only

3. Includes the impact of FX movements on investments and FX on cash held during each respective period

Apax Global Alpha Limited / Annual Report and Accounts 2022

PORTFOLIO ALLOCATION SINCE 1Q17

PORTFOLIO ALLOCATION

PORTFOLIO NAV (EURO) NAV (EURO)

PRIVATE

EQUITY

DERIVED

DEBT

DERIVED

EQUITY

NET CASH

AND NCAS

PRIVATE

EQUITY

DERIVED

DEBT

DERIVED

EQUITY

NET CASH

AND NCAS

TOTAL

NAV

TOTAL

ADJUSTED

NAV

1Q17 52% 30% 16% 2% 489.5 282.4 147.5 16.6 935.9 928.0

2Q17 50% 21% 13% 16% 457.6 195.3 119.5 148.0 920.4 908.1

3Q17 58% 21% 19% 1% 522.8 189.1 170.8 12.7 895.5 881.9

4Q17 63% 20% 14% 2% 590.2 188.4 132.1 19.2 929.9 912.4

1Q18 65% 15% 17% 3% 572.5 136.2 152.6 22.1 883.3 883.3

2Q18 67% 19% 17% (4%) 638.8 184.3 160.6 (35.8) 947.8 943.9

3Q18 68% 17% 17% (2%) 638.9 158.1 159.0 (16.3) 939.7 937.3

4Q18 64% 19% 15% 2% 591.5 178.3 142.3 18.7 930.8 930.8

1Q19 68% 18% 11% 3% 669.5 178.9 112.0 28.1 988.5 988.2

2Q19 56% 22% 12% 9% 582.9 232.1 123.3 96.2 1,034.5 1,031.9

3Q19 61% 24% 11% 4% 648.1 257.4 116.0 38.9 1,060.4 1,055.8

4Q19 70% 23% 8% (1%) 766.3 252.5 89.7 (9.5) 1,099.0 1,092.1

1Q20 69% 24% 4% 3% 643.1 221.4 44.3 27.4 936.2 936.2

2Q20 70% 22% 5% 3% 742.5 230.8 50.7 36.7 1,060.7 1,060.7

3Q20 70% 22% 3% 5% 784.1 243.4 32.3 64.3 1,124.1 1,124.1

4Q20 66% 23% 3% 8% 788.3 275.7 43.7 93.5 1,201.2 1,201.2

1Q21 64% 25% 4% 7% 830.7 322.8 46.1 99.9 1,299.5 1,296.6

2Q21 66% 28% 4% 2% 916.6 388.6 50.6 29.0 1,384.8 1,380.3

3Q21 68% 23% 3% 5% 1,016.1 348.8 51.5 73.2 1,489.6 1,483.0

4Q21 68% 20% 2% 10% 1,012.9 304.6 30.9 141.7 1,490.1 1,481.7

1Q22 65% 23% 2% 10% 918.4 327.1 30.7 145.7 1,421.9 1,419.6

2Q22 63% 24% 2% 11% 877.2 337.5 27.4 150.1 1,392.2 1,392.2

3Q22 66% 26% 2% 6% 922.4 369.6 24.9 89.3 1,406.2 1,402.1

4Q22 67% 26% 2% 5% 871.0 340.6 23.6 64.2 1,299.4 1,299.4

2017 56% 23% 16% 5% 515.0 213.8 142.5 49.1 920.4 907.6

2018 66% 18% 16% 0% 610.4 164.2 153.6 (2.8) 925.4 923.8

2019 64% 22% 11% 4% 666.7 230.3 110.2 38.4 1,045.6 1,042.0

2020 69% 23% 4% 5% 739.5 242.8 42.8 55.5 1,080.6 1,080.6

2021 67% 24% 3% 6% 944.1 341.2 44.8 86.0 1,416.0 1,410.4

2022 65% 25% 2% 8% 897.2 343.7 26.7 112.3 1,379.9 1,378.3

1. For annual periods the average weighting over four quarters used

Shareholder information

GLOSSARY

ADF means the limited partnerships that

constitute the Apax Digital Private Equity fund.

ADFII means the limited partnerships that

constitute the Apax Digital II Private Equity

fund.

Adjusted NAV calculated by adjusting the

NAV at reporting periods, by the estimated

performance fee reserves.

Adjusted NAV per share calculated by dividing

the Adjusted NAV by the number of shares

inissue.

AEVI means the limited partnerships that

constitute the Apax Europe VI Private

Equity fund.

AEVII means the limited partnerships that

constitute the Apax Europe VII Private

Equityfund.

AGML or Investment Manager means Apax

Guernsey Managers Limited.

AIX means the limited partnerships that

constitute the Apax IX Private Equity fund.

AGI means the limited partnerships that

constitute the Apax Global Impact Fund.

AMI means the limited partnerships that

constitute the AMI Opportunities Fund

focusedon investing in Israel.

AMI II means the limited partnerships that

constitute the AMI Opportunities II Fund

focusedon investing in Israel.

Apax Global Alpha or Company or AGA

means Apax Global Alpha Limited.

Apax Group means Apax Partners LLP and its

affiliated entities, including its sub-advisors, and

their predecessors, as the context may require.

Apax Partners or Apax or Investment

Advisor means Apax Partners LLP.

Apax Private Equity Funds or Apax Funds

means Private Equity funds managed, advised

and/or operated by Apax Partners.

APFS means Apax Partners Fund

ServicesLimited.

APG means Apax Partners Guernsey Limited.

AVIII means the limited partnerships that

constitute the Apax VIII Private Equity fund.

AX means the limited partnerships that

constitute the Apax X Private Equity fund.

AXI means the limited partnerships that

constitute the Apax XI Private Equity fund.

Aztec means Aztec Financial Services

(Guernsey) Limited.

B2B business to business.

Capital Markets Practice or CMP consists of

a dedicated team of specialists within the Apax

Partners Group having in-depth experience

of the leveraged finance debt markets,

including market conditions, participants and

opportunities. The CMP was initially set up

to support the investment advisory teams

within the Apax Group in structuring the debt

component of a private equity transaction. The

CMP has over the years expanded its mandate

to working alongside the investment advisory

teams to advise on Derived Debt Investments.

CEE Central and eastern Europe.

CSR Corporate social responsibility.

Custody risk is the risk of loss of securities held

in custody.

Derived Debt Investments comprise

debt investments held within the Derived

Investments portfolio.

Derived Equity Investments comprise

equity investments held within the Derived

Investments portfolio.

Derived Investments comprise investments

other than Private Equity Investments,

including primary investments in public and

private debt and limited investments in equity,

primarily in listed companies. In each case,

these are typically identified by Apax Partners

as part of its private equity activities.

Direct Deal costs means costs directly

attributable to the due diligence and execution

of deals completed by the Company (such

as broker fees and deal research costs). For

avoidance of doubt it excludes taxes payables

and general fund and administration costs.

EBITDA Earnings before interest, tax,

depreciation and amortisation.

Eligible Portfolio means the Derived Debt,

Derived Equity and Eligible Private Equity

portfolios.

Eligible Private Equity means the Private

Equity portfolio eligible for management fees

and performance fee. It represents interests in

Private Equity Investments held that do not pay

fees at the Apax Fund level.

ERP Enterprise resource planning.

ESG Environmental, social and governance.

EV Enterprise value.

FVTPL fair value through profit or loss.

FX foreign exchange.

Gross Asset Value or GAV means the Net

Asset Value of the Company plus all liabilities

ofthe Company (current and non-current).

Gross IRR or Internal Rate of Return means

an aggregate, annual, compound, internal

rate of return calculated on the basis of cash

receipts and payments together with the

valuation of unrealised investments at the

measurement date. Foreign currency cash

flows have been converted at the exchange

rates applicable at the date of receipt or

payment. For Private Equity Investments, IRR

is net of all amounts paid to the underlying

Investment Manager and/or general partner

of the relevant fund, including costs, fees and

carried interests. For Derived Investments,

IRR does not reflect expenses to be borne by

the relevant investment vehicle or its investors

including, without limitation, performance fees,

management fees, taxes and organisational,

partnership or transaction expenses.

Invested Portfolio means the part of AGA’s

portfolio which is invested in Private Equity and

Derived Investments, however, excluding any

other investments such as legacy hedge funds

and cash.

Investor relations team means such investor

relations services as are currently provided to

AGA by the Investment Advisor.

IPO Initial public offering.

KPI Key performance indicator.

LSE London Stock Exchange.

LTM Last twelve months.

Market capitalisation is calculated by

multiplying the share price at a particular date

by the number of shares in issue on the same

date. The euro equivalent is translated using the

exchange rate at the reporting period date.

MOIC Multiple of invested capital.

Net Asset Value or NAV means the value of

the assets of the Company less its liabilities as

calculated in accordance with the Company’s

accounting policies.

NTM Next twelve months.

Apax Global Alpha Limited / Annual Report and Accounts 2022

GLOSSARY CONTINUED

OCI Other comprehensive income.

Ongoing charges are the Company’s ongoing

charges which are calculated in line with

guidance issued by the AIC. They comprise

recurring costs such as administration

costs, management fees paid to AGML and

management fees paid to the underlying

Private Equity funds’ general partners. They

specifically exclude deal costs, taxation,

financing costs, performance fees and other

non-recurring costs. A reconciliation between

costs per the financial statements and those

used in the ongoing charges is set out below:

ALL IN €’000

OPERATING COSTS

TOTAL PER

STATEMENT

OF PROFIT

OR LOSS

AND OCI

EXCLUDED

FROM AIC

ONGOING

CHARGES

INCLUDED

IN AIC

ONGOING

CHARGES

Performance fee 22 22 –

Management fee 3,712 – 3,712

Admin and other

expenses

2,797 166 2,631

Other admin and

operating

expenses

2,631 – 2,631

Deal transaction,

custody and

research costs

166 166 –

Tot al 6,531 188 6,343

Finance costs 3,150 3,150 –

Total costs 9,681 3,338 6,343

Look-through

managementfee

s¹

15,345

Total Ongoing charges 21,688

Average NAV²

1,401,952

% of Average NAV 1.5%

1. Represents management fees of the Apax Funds

2. Represents the average of 5 quarter end reported NAVs from

31 December 2021 to 31 December 2022

Operational Excellence Practice

or OEP Professionals who support the Apax

Funds’ investment strategy by providing

assistance to portfolio companies in specific

areas such as devising strategies, testing sales

effectiveness and cutting costs.

OTC Over-the-counter.

PCV means PCV Lux S.C.A.

PCV Group means PCV Lux S.C.A. and its

subsidiaries. PCV Group was established in

August 2008. Irrespective of whether the text

refers to AGA or PCV Group, references to

trading or performance prior to the IPO on

15 June 2015 refer to trading as PCV Group.

P/E Price-to-earnings.

Performance fee reserve is the estimated

performance fee reserve calculated in line with

the Investment Management Agreements of

thePCV Group and AGA.

Portfolio Total Return means the sub-

portfolio performance in a given period, and

is calculated by taking total gains or losses

and dividing them by the sum of GAV at the

beginning of the period and the time-weighted

net invested capital. The time-weighted net

invested capital is the sum of investments

made during the period less realised proceeds

received during the period, both weighted by

the number of days the capital was at work in

the portfolio. Portfolio Total Return is gross of

performance fees but net of management fees

and relevant Direct Deal costs.

Private Equity Investments or Private

Equity means primary commitments to,

secondary purchases of commitments in,

andinvestments in, existing and future

Apax Funds.

RCF Revolving Credit Facility.

Reporting period means the period from

1 January 2022 to 31 December 2022.

SMEs Small and mid-sized enterprises.

Total NAV Return for a year/period means the

return on the movement in the Adjusted NAV

per share at the end of the period together

with all the dividends paid during the period,

divided by the Adjusted NAV per share at the

beginning of the period/year. Adjusted NAV per

share used in the calculation is rounded to five

decimal points.

Total Return under the Total Return

calculation, sub-portfolio performance in a

given period can be evaluated by taking the

total gains or losses and dividing them by the

sum of Adjusted NAV at the beginning of the

period and the time-weighted net invested

capital. The time-weighted net invested capital

is the sum of investments made during the

period less realised proceeds received during

the period, both weighted by the number of

days the capital was at work in the portfolio.

Total Shareholder Return or TSR for the

period means the net share price change

together with all dividends paid during

theperiod.

Unaffected Valuation is determined as

the fair value in the last quarter before exit,

when valuation is not affected by the exit

process (i.e. because an exit was signed,

or an exit was sufficiently close to being signed

that the Apax Funds incorporated the expected

exit multiple into the quarter end valuation).

Financial statements

NOTES

Apax Global Alpha Limited / Annual Report and Accounts 2022

NOTES

Annual Report & Accounts

2022

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