Entrepreneurial value creationCompany profile

January 2021

1 Company profile

Clear identity and strong track record

2

Mutares means unrivaled private equity carve outs

OUR IDENTITYMutares creates value by transforming risks into opportunities and success.

OUR MISSIONMutares targets to become the European leader in turnaround investments.

OUR VISIONMutares wants to be “first in mind, first in choice” in the private equity world.

OUR GOALMutares aims maximum shareholder value and high dividend yield.

OUR VALUESEntrepreneurship, Integrative Management, Sustainability, Personal Integrity

€1,00Base dividenddistributed in the last 3 years €2.0bn

revenuesAnnualized planned in 20207-10x

ROICcash returned to the Holding 17x

transactionsSigned in 2020

>€40mconsultingrevenuesPlanned in 2021

€3.0bnrevenuesset as target for 2023

1 Company profile

Mutares Guidance & Investment Strategy

3

Long term value creation across European special situations

1) Grow consolidated group revenues to EUR 3.0bn by 2023

2) Increase holding revenue and profit in accordance with group growth strategy

3) Deliver uncorrelated sector leading investment returns across all cycles

4) Target long term dividend growth with base dividend of EUR 1.00

Mutares enables leading special situation exposure in Europe while targeting to double itsoperations team from 70 to 140 people by 2023 in the key business hubs

5) Aim for the leading Private Equity turn around investor in Europe

Mutares targets to increase holding revenues relevant for shareholders to EUR 100 million by 2023 with holding profit ofEUR >60 million by 2023

Mutares Holding confirms the EUR 1.00 dividend for FY 2020 while targeting significant additional payout potentialthrough exit proceeds

Mutares aims to take a leading share in the EU special situations market by growing consolidated group revenuesof portfolio companies to EUR 3.0bn after disposals with a diverse early, late & non-cyclical focus

Mutares aim is to deliver 7-10 x ROIC over a medium investment cycle of 3-5 years, thereby significantly outperforming thebroader private equity industry with a focus on special situations in the European midmarket

1

Mutares´ experienced Management Team

4

Strong individuals with sound Sales, Finance and Operational background

Robin LaikCEO & Co-Founder⌐ CEO since 2008, co-founded

Mutares

⌐ Previously CFO of Bavaria

Industries Group, at ESCADA

and L’Oréal

⌐ Diploma in Finance

Mark FriedrichCFO⌐ CFO since 2015, since 2012

with Mutares

⌐ Previously at Ernst & Young

as certified auditor and tax

advisor

⌐ Diploma in Finance

Dr. Kristian SchleedeCRO⌐ Board Member at Mutares

since 2009

⌐ Previously at McKinsey &

Company

⌐ Ph.D. in Plastics Processing,

Diploma in Engineering

Johannes LaumannCIO⌐ CIO since 2019, at Mutares

since 2016

⌐ Previously at Atlas Copco and

Porsche Consulting

⌐ Diploma in Business and Law

Management & Supervisory Board hold >40% of the shares

Company profile

2 Business model

Mutares is a reliable partner, entrepreneur and investor

5

Actively driven turnaround process in our companies through board & operations

Local approach &

global benefits

Function & industry-

specific task forces

Mid-sized companies

Solid dividend capacity

Sales of EUR

100 – 500 million

Turnaround hero

Integrated ESG criteria

2 Business model

Mutares realizes unique value creation

6

Taking calculated risk and turning them into opportunities

Value creation

Request cash funding from seller

Take calculated risk of loss-making businesses

Invest the money for successful turnaround

Turnaround & harvest froma profit-making business

2 Business model

Mutares business model overviewAchieving sustainable returns with clear focus on dividend in four phases

7

Exit Realization

04Harvesting

01Acquisition

02Realignment

ConsultingIncome 03

Optimization

Portfolio Dividends

1x ROIC 7-10x ROIC*

Deal Closure

* Average estimate over time and may vary on individual cases

~3,500 opportunities

~700 screenings

~100 offers

~30 due diligence

11 targets acquired

Over-indebted

Too distressed

Non-European

Too small

3 Value creation

Mutares unlocks value creation opportunitiesNine offices secured 17 transactions in 2020 with sensational hit-rate

8

Acquisition pipeline in 2020

Corporate Carve-outs~90%

Succession10%.

Offices

Team Background

Value creation

Mutares consulting – key to achieving a quick turnaround

9

Combined consulting/line management expertise ensures successful turnaround

8 tu

rnar

ound

wor

kstre

ams

with

in M

utar

es C

onsu

lting

Sales & Marketing2

IT8

Senior management

PMO1

Purchasing3

Supply chain4

Production5

Finance6

HR7

3

>70 consultants

Consulting expertise as the

base for successful turnarounds

4 Portfolio

European transaction focus with global operational footprint

101) Majority shareholder with > 60%; 2) Majority shareholder with 80%, Heads of Agreement for Exit signed in Q4/20; 3) Majority shareholder with 80%; *) Put-Option signed

23 Companies – thereof 10 new platforms acquired in 2020

Automotive & Mobility

Safety, locking & joining systems

Tier1 supplier of truck composites

1)

Cable trees & harnesses

Precision machine parts

Engineering& Technology

Energy efficiency & filters

Construction, roofs & engineering

Coatings for oil & gas pipelines

MRO services for rolling stock

Oxygen free copper drawing manufacturer

Leading manufacturer of barn equipment

Goods & Services

Industry & hygienic coreboard

Steel wire applications

Household plastic & paper goods

Transport & cargo services

2)

Lawnmowers & outdoor power products

Sealing & fluid systems

Provider of engineering services

Rubber mouldingsSupplier of high-end steel processing line

solutions

Home repair and emergency specialist

Road operations & maintenance

Mail & parcel provider

Supplier of home improvement products

*)

*)

*)

3)

4 Portfolio

Mutares portfolio across lifecycle stages

11

Attractive exit possibilities are increasing with maturity

Comments

Opt

imiz

atio

nR

ealig

nmen

tH

arve

stin

g

100 1 2 3 6Maturity (actual holding period – years)

⌐ Re-assessment of Plati, keeeper, Balcke-Dürr, Donges Group and Gemini compared to YE 2019

⌐ Mutares’ portfolio companies usually undergo three operationalphases:

(1) Realignment: Executingof Restructuring plan

(2) Optimization: Enhancement of profitability / Add-onacquisitions

(3) Harvesting: Proceeds through dividends or exits

⌐ Adjusted EBITDA differs significantly along these threephases

⌐ New platform acquisitions in realignment stage always contribute negatively to Adjusted EBITDA in Mutares’ businessmodel

- Restructuring progress influenced by COVID-19 but remains well on track especially in Plati, keeeper, BEXity and KICO

-0.6

Revenues Adj. EBITDA

199.2

11.1

178.7

-11.6

2020 Q3

47.8

2020 Q3 presentation

5 Sustainability

Mutares business model continuously integrates ESG criteria

12

ESG delivers value also to shareholders by new product lines & improved efficiency

Environmental Social Governance⌐ Mutares takes measures to offset its

CO2 footprint

⌐ Target that majority of portfolio companies are ISO 14001:2015 certified

⌐ Environmental measures at portfolio companies and Mutares:

⌐ Implementation of a zero-accident safety culture

⌐ Mixed diversity in nationality, age and gender (e.g., ca. 30% of female employees in the Mutares Holding)

⌐ Donations to the children’s hospice and other charitable organizations by portfolio companies on a regular basis

⌐ Established compliance system initiated with a code of conduct, focusing on all areas Mutares deems relevant (anti-trust, anti-corruption, capital market compliance, AML & terrorist financing, environmental protection and data privacy, …)

⌐ Implemented policy management tool ensures that staff have access to the right policies at the right time (mitigates risk)

⌐ Whistle-blower protection through anonymous email service available to all staff (promotes transparency)

⌐ Mutares’ policy aims to ensure that the standards set in their code of conduct apply to all groups, individuals and parties involved with the company

Cenpa

Received the FSC certificate; an environmental label (rewards traceability of products, saves forests)

Balcke-Dürr

Reduced in energy consumption by extensive LED retrofit program

Gemini

New product line focus-ing on hybrid conver-sion for rolling stockBrand: GemEco

TréfilUnion

“Green Wire”: improved rate of recycling of wire waste, environment-friendly production/ packaging

6 Financials & Outlook

Mutares key financial data of Q3 2020

13

M&A activity compensating negative effects from COVID-19

Q3 2019

728.1m 73.3m 5.8m

31 December 2019

79.7m

GroupRevenues

EUR

GroupEBITDA

EUR

GroupAdj. EBITDA

EUR

Group cash &equivalents

EUR

13.4m

Consulting revenues

EUR

1.1bn 134.6m -16.7m 157.3m 23.0m

Q3 2019 Q3 2019 Q3 2019

6 Financials & Outlook

Mutares capital market guidance successfully implemented

14

Transparent investment strategy targets outstanding cash returns

Shareholder Value

Creation Metrics

ReturnMutares targets 7-10 x cash

return on invested capital

(ROIC) over lifetime of holding

period resulting in a Holding

Profit of EUR >60 million in

2023.

DividendMutares implements a base

dividend of EUR 1.00 and offers

performance dividends in terms

significant exit will be achieved.

GrowthMutares plans to grow

consolidated revenues >

EUR 1.5bn in 2020 to EUR

3.0bn in 2023 with an

expected Holding Revenue

of EUR 100 million.

WE ARE THE TURNAROUND ENTREPRENEURS

Mutares SE & Co. KGaAArnulfstraße 1980335 Munich

+49 89 9292 7760ir@mutares.com

www.mutares.com

Back up

Portfolio I/III

16

Overview of Automotive & Mobility segment

Company HQ Acquired Description

2013Designs and manufactures acoustic and thermal insulation, interior and exterior trim for light and heavy-duty trucks and lorries

2020 Automotive and Industrial Specialties supplier for Sealing and rubber Fluid Transfer Systems (FTS)

2019Tier-1 and Tier-2 supplier of components for use in electric, hybrid and conventional powertrains for the automotive and truck industry as well as related industries

2019 Supplier of market-ready components for passenger cars (hinges, locking systems, mechatronic systems, etc.)

2020 Service provider for the automotive industry, holistic car building on behalf of renowned OEMs

2009Designs, manufactures and distributes moulded rubber parts for the automotive industry, supplying to leading automotive OEMs

2019 Supplier of cable harnesses in the automotive, consumer goods, healthcare and telecommunications sectors

Auto

mot

ive

&

Mob

ility

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Portfolio II/III

17

Overview of Engineering & Technology segment

Company HQ Acquired Description

2017 A leading full-service provider for bridge and steel constructions as well as roof and facade systems

2016 A manufacturer of power station components for improving efficiency and filter systems for reducing emissions

2020 Leading oxygen free copper drawing manufacturer for diversified industries

2018Offering engineering and maintenance services for rolling stock with a specialized focused on overhaul, refurbishment and modernization projects

2020 Leading global supplier of high-end steel processing line solutions

2020 Leading manufacturer of barn equipment

2012Designs, manufactures and distributes moulded rubber parts for the automotive industry, supplying to leading automotive OEMs

Engi

neer

ing

& T

echn

olog

y

*)

*) Put option signed in 2020

Back up

Portfolio III/III

18

Overview of Goods & Services segment

Company HQ Acquired Description

2020 A manufacturer and distributor of home improvement products on the French market

2020 A platform for the delivery of mail and e-commerce with a network of 2,000 retail points across Italy

2019Logistics solutions provider operating a broad Austrian network of warehouses, servicing national and international clients

2020 A leading provider of road operations and maintenance in the Nordics

2019 Operates two injection moulding facilities and is a leading supplier of plastic household products

2020 A renowned French home repair and emergency specialist

2019A wire drawing company covering all aspects across manufacturing, re-processing and refining as well as prestressing steel

2016Producer of recycled coreboard for standardized and custom products with particular emphasis in hygiene, industrial and packaging sectors

2020 A manufacturer of high-quality lawnmowers and other outdoor power products

Goo

ds&

Ser

vice

s

*) Put option signed in 2020

*)

*)