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Public Companies Shares Subject Shares Closing Market to Carried Held by Price Value of Interest Onex per Onex'As at December 31, 2012 (millions) (millions) Share(11) Investment----------------------------------------------------------------------------Onex Partners Skilled Healthcare Group(12) 10.7 3.5 $ 6.37 $ 22 Spirit AeroSystems(12) 11.9 6.5 $ 16.97 110 TMS International(12) 13.2 9.3 $ 12.52 116 Allison Transmission(2),(12) 33.5 23.4 $ 20.42 479---------------------------------------------------------------------------- 727 Estimated Management Investment Plan Liability (23)---------------------------------------------------------------------------- 704Direct Investments - Celestica - 17.8(13) $ 8.15 145---------------------------------------------------------------------------- $ 849----------------------------------------------------------------------------
Significant Private Companies Onex' and its Orig- Limi- inal ted Onex' Cost Part- Cumu- Eco- of ners' lative nomic Onex'As at December Owner- LTM Net Distri- Owner- Invest- 31, 2012 ship EBITDA(14) Debt butions ship ment ------------------------------------------------------------Onex Partners The Warranty Group 91% $ 111(15) $ 249(15) $ 338 29% $ 154 Carestream Health 93% 429 1,509 561 37% 186 RSI Home Products 50% n/a n/a n/a 20% 126 Tropicana Las Vegas 83% (10) 33 - 18% 70 Tomkins 56% 512(16) 1,482 1,180 14% 315 ResCare 98% 138 341 - 20% 41 JELD-WEN 64(17)% 188(18) 540(18) - 16(17)% 213(19) SGS International 94% 104(20) 592 - 24% 66 USI 93% 255(20) 1,633 - 37% 254(21) BBAM 50% 73 - - 13% 47(22) KraussMaffei 97% EUR 100 EUR 235 - 25% 90---------------------------------------------------------------------------- 1,562----------------------------------------------------------------------------Direct Investments - Sitel Worldwide 70% $ 125 $ 725 $ - 70% 251---------------------------------------------------------------------------- $ 1,813----------------------------------------------------------------------------Notes to Tables(1) Based on the US$ fair value of the investments in Onex Partners' financial statements net of the estimated Management Investment Plan ("MIP") liability on these investments of $39 million (2011 - $33 million). CDI, which was sold in July 2012, was included in private companies of Onex Partners at December 31, 2011.(2) In March 2012, Allison Transmission completed an initial public offering of approximately 30.0 million shares of common stock (NYSE: ALSN), including the over-allotment option, priced at $23.00 per share. At December 31, 2011, Allison Transmission was included in private companies of Onex Partners, whereas it is included in public companies at December 31, 2012.(3) Based on the closing market values and net of the estimated MIP liability on these investments.(4) Represents Onex' share of the unrealized carried interest on public and private companies in the Onex Partners Funds.(5) Based on the C$ fair value of the investments in ONCAP's financial statements net of the estimated MIP liability on these investments of $25 million (2011 - $13 million) and a US$/C$ exchange rate of 0.9949 (2011 - 1.0170).(6) Based on the fair value.(7) Based on the fair value of Onex Real Estate Partners' investments.(8) Based on the market values of investments in Onex Credit Partners' funds and Onex Credit Partners' Collateralized Loan Obligations. Onex Credit Partners' Collateralized Loan Obligations were established in 2012. Excludes $328 million (2011 - $312 million) invested in a segregated Onex Credit Partners unleveraged senior secured loan strategy fund, which is included with cash and near-cash items.(9) Includes $328 million (2011 - $312 million) invested in a segregated Onex Credit Partners unleveraged senior secured loan strategy fund.(10) Calculated on a diluted basis.(11) Closing prices on December 31, 2012.(12) Excludes Onex' potential participation in the carried interest and includes shares related to the MIP.(13) Excludes shares held in connection with the MIP.(14) EBITDA is a non-GAAP measure and is based on the local GAAP of the individual operating companies. These adjustments may include non-cash costs of stock-based compensation and retention plans, transition and restructuring expenses including severance payments, the impact of derivative instruments that no longer qualify for hedge accounting, the impacts of purchase accounting and other similar amounts.(15) Amount presented for The Warranty Group is net earnings rather than EBITDA and total debt rather than net debt.(16) LTM EBITDA excludes EBITDA from businesses divested as of December 31, 2012.(17) Onex' and its limited partners' investment is in convertible preferred shares. The ownership percentage is presented on an as-converted basis.(18) LTM EBITDA and net debt are presented for JELD-WEN Holding, inc. Net debt excludes $128 million of convertible notes, including accrued interest, held by Onex, Onex Partners III, Onex management, certain limited partners and others.(19) Net of $83 million of the amount originally invested in JELD-WEN that was sold by Onex to certain limited partners and others as a co- investment in February 2012 and $14 million return of capital on the convertible promissory notes to date.(20) LTM EBITDA for SGS International and USI are presented on a pro-forma basis to reflect the impact of acquired businesses.(21) Onex' investment in USI includes $126 million as a co-investment.(22) Included in Onex' cost is $5 million that was invested in FLY Leasing Limited (NYSE: FLY) in conjunction with the investment in BBAM.Schedule of Fees and Expenses Year ended December 31,(USD Millions) 2012 2011----------------------------------------------------------------------------Revenue Items Management and Advisory Fees(1) Base Management Fees $ 108 $ 110 Transaction Fees, Net 5 ----------------------------------------------------------------------------- Total Management and Advisory Fees 113 110 Carried Interest and Performance Fees Received(2) 6 72 Interest and Other Treasury Income(3) 39 8----------------------------------------------------------------------------Total 158 190----------------------------------------------------------------------------Expense Items(4) Compensation Base Compensation (incl. benefits) 29 29 Variable Compensation 67 88---------------------------------------------------------------------------- 96 117 Other Expense Items, Net 21 33----------------------------------------------------------------------------Total 117 150--------------------------------------------------------------------------------------------------------------------------------------------------------Net Amount $ 41 $ 40----------------------------------------------------------------------------(1)The management fees include those from the third-party investors in the Onex Partners and ONCAP private equity funds, those earned by Onex Credit Partners manager and Onex' retained portion of the management fees from operating companies.(2)Carried interest and performance fees received are on a cash received basis.(3)Interest and other treasury income includes the returns on Onex' investment as a limited partner in Onex Credit Partners Funds and the interest earned on Onex' cash balance.(4)Expenses include those of the Onex corporate office, ONCAP, Onex Credit Partners and Onex Real Estate Partners. There is no allocation of the expenses to the management of Onex' $5.0 billion of proprietary capital. The expenses exclude stock-based compensation.
