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and welcome you to our webcast: Navigating Through Middle Market Dealflow in Uncertain Times

Introduction Moderator: John Blakeley midmarket editor The Deal LLC

Expert Panel Alison Ressler partner Sullivan & Cromwell LLP

Expert Panel Robert Filek senior managing director FTI Consulting

Expert Panel Michael Frankel board director Onvia Inc.

Expert Panel Tyler Zachem managing director MidOcean Partners LP

Current M&A midmarket atmosphere

AUDIENCE POLL 1) With whom does the balance of power reside in the current middle-market M&A environment? A) Buyers B) Sellers C) Equal strength

Financing: What is the bank lending market like for midmarket deals?

Factors impacting the current direction of M&A in the middle market

AUDIENCE POLL 2) Which industry will experience the highest level of midmarket M&A activity over the next months? A) Defense B) Energy C) Financial services D) Healthcare E) Media and communications F) Retail and consumer G) Technology H) Other

Sectors that are seeing M&A activity in the middle market

Strategics vs. private equity: Who has the edge in making midmarket deals today?

Impact of stock market volatility on midmarket M&A activity DOW JONES INDUSTRIAL AVERAGE

AUDIENCE POLL 3) How will middle-market M&A dealflow in 2012 compare to 2011? A) Much greater than 2011 B) Slightly greater than 2011 C) Slightly less than 2011 D) Much less than 2011 E) Equal to 2011

Near-term outlook

AUDIENCE Q&A

and thank you for joining our webcast