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MODERATOR David Marcus Senior writer The Deal LLC

EXPERT PANELIST Andrea Auerbach Managing director and head of U.S. PE research Cambridge Associates LLC

EXPERT PANELIST Mike Dinan CEO and president Dinan & Co. LLC

EXPERT PANELIST Ryan Maierson Partner Latham & Watkins LLP

EXPERT PANELIST Jorge Mora U.S. head of financial sponsors Macquarie Capital

1.General intent of the JOBS Act 2.IPO and PE landscape 3.Specific provisions that will impact aspects of PE: fundraising, IPO and dual-track process 4. Venture capital and crowdfunding 5. Sectors, MLPs and foreign issuers Agenda

The intent of the Jumpstart Our Business Startups Act

Current PE environment

PE Transaction Activity Source: Macquarie Capital, S&P & LCD

Financial-Sponsor-Sourced Deals Source: Macquarie Capital, Prequin

IPO Landscape

Current IPO Environment

Provisions that will affect PE Revision to general solicitation and advertising rules Change under Investment Company Act Change to increase number of stockholders of record prior to required registration with the SEC Change in required broker-dealer registration for persons maintaining a platform to conduct private placements Portfolio company IPOs

Creates new category of issuer: emerging-growth company Permits prefiling offers to qualified institutional buyer and institutional accredited investors Allows confidential IPO filings with the SEC Permits two years of audited financial statements at IPO instead of three Allows analysts to publish research at time of IPO instead of 40 days later Utilizes regulatory on-ramp transition period of up to five years Summary of IPO provisions Source: Latham & Watkins

The impact of the JOBS Act on VC funding

Crowdfunding and the JOBS Act

The implications for IPOs, foreign issuers and master limited partnerships

Direction of dual-track process under new mandates

Outlook of PE industry with the JOBS Act

Audience Q&A