NB Private Equity Partners : NBPE Monthly Report - May 2020

FUND OBJECTIVE

31 May 20201

FUND MANAGER: NB ALTERNATIVES

NB Private Equity Partners Limited ("NBPE" or the "Company") invests in direct private equity investments alongside market leading private equity firms globally. NB Alternatives Advisers LLC (the "Investment Manager"), an indirect wholly owned subsidiary of Neuberger Berman Group LLC, is responsible for sourcing, execution and management of NBPE. The vast majority of direct investments are made with no management fee / no carried interest payable to third-party GPs, offering greater fee efficiency than other listed private equity companies. NBPE seeks capital appreciation through growth in net asset value over time while paying a bi-annual dividend.

• • Over 30 years private equity investing experience

• • ~$90 billion of commitments managed

• • Stable team with over 200 private equity professionals with global presence

• • LP in over 530 funds and 160+ limited partner advisory committee seats

MANAGER COMMENTARY

During May, NBPE received $18.5 million of distributions from direct equity investments. This included a $10.7 million distribution from LGC (an additional $16.8 million was received in early June) and $6.0 million from the final sale of NBPE's holding of Evoqua (NYSE: AQUA). The remaining $1.8 million of distributions consisted of partial realisation proceeds from additional investments. The only new investments during the month consisted of $0.4 million to direct equity follow on investments.

The 31 May 2020 monthly NAV update includes all private company valuations updated as of 31 March 2020, with adjustments made for changes in exchange rates where applicable; public investments are valued based on the closing share prices as of 31 May 2020.

On 4 May 2020, NBPE announced the increase of the size of its credit facility by $50 million to $300 million. The increase further strengthens NBPE's balance sheet by providing additional available capital resources.

BALANCE SHEET DEVELOPMENT

$ in millions

$820

$810 $800 $790 $780

April 2020 NAV

Investments

Funds

Direct Equity InvestmentsRealisationsIncome Investments

(Restated)Unrealised Unrealised (FX, Yield Income (New Info) MTM & Public) (Incl. AccruedOther 2

May 2020 NAVCash & PIK)

NET ASSET VALUE DEVELOPMENT

ORDINARY SHARE INFORMATION

($ in millions, unless otherwise noted)

Summary of NAV of Ordinary Shares Direct Investments

31 May 2020 (Unaudited)Restated 30 April 2020 (Unaudited)

Direct Equity Investments

$927.8

$938.2

Income Investments

$109.6

$109.2

Total Direct Investments Fund Investments

$1,037.4

$1,047.5

Total Private Equity Investments Cash and Cash Equivalents

$22.0 $1,059.4

$21.9 $1,069.4

$9.6

$122.8

Credit Facility Outstanding 2022 ZDP Share Liability 2024 ZDP Share Liability

($125.0) ($250.0)

($71.5) ($72.7)

($67.2) ($68.3)

Net Other Assets (Liabilities), incl. Minority Interest

($0.3) ($2.7)

Net Asset Value

$805.0

$798.5

Net Asset Value per Share *

$17.21

$17.07

Net Asset Value per Share Including Dividends in Period *

$17.50

$17.36

Net Asset Value (GBP per Share)

£13.92

£13.53

Closing Share Price

£8.78

£8.90

Premium (Discount)

(36.9%)

(34.2%)

Summary of Private Equity Exposure Estimated Fair Value of Private Equity Investments Adjusted Unfunded Private Equity Commitments **

ZDP SHARE INFORMATION (2022 / 2024)

$1,059.4

$1,069.4

Trading Symbol:

NBPP / NBPS

Adjusted Total Private Equity Exposure Private Equity Investment Level

$123.5 $1,182.9

$123.5 $1,192.9

Exchanges:

LSE / LSE

132%

Cash + Undrawn Committed Credit Facility Adjusted Commitment Cover Ratio **

$184.6

134% $122.8

Admission Date:

16 September 2016 / 30 May 2018

150%

99%

Base Currency:

GBP / GBP

Bloomberg Ticker:

NBPP:LN / NBPS:LN

Net Asset Value of the 2022 ZDP Shares ***

2022 ZDP Net Asset Value per Share ***

Closing Share Price for 2022 ZDP shares Premium (Discount)

£57.8 115.66p 114.50p

£57.6 115.28p 114.50p

Reuters:

NBPEO.L / NBPSo.L

ISIN:

GG00BD0FRW63 / GG00BD96PR19

(1.0%)

(0.7%)

SEDOL:

BD0FRW6 / BD96PR1

Net Asset Value of the 2024 ZDP Shares ***

£54.3

£54.2

GRY at Issuance:

4.0% / 4.25%

2024 ZDP Net Asset Value per Share ***

Closing Share Price for 2024 ZDP shares Premium (Discount)

108.70p 104.50p

108.32p 104.50p

Share Life:

(3.9%)

(3.5%)

Capital Entitlement:

30 September 2022 / 30 October 2024 126.74p / 130.63p

*As of 31 May 2020 (30 April 2020), there were 46,761,030 (46,761,030) class A ordinary shares outstanding. As of 31 May 2020 and 30 April 2020, there were 10,000 class B ordinary shares outstanding and 3,150,408 class A ordinary shares held in treasury.

** Unfunded commitments are adjusted for amounts the Manager believes are unlikely to be called. As of 31 May 2020 (30 April 2020), unadjusted unfunded commitments were $155.9 million ($155.9 million), total private equity exposure was $1.2 billion ($1.2 billion) and the unadjusted commitment coverage ratio was 118.4% (78.8%). Unfunded amounts are to funds only and exclude direct investments committed to but not yet closed.

*** As of 31 May 2020 there were 50,000,000 2022 ZDP and 50,000,000 2024 ZDP shares outstanding. Note: Numbers may not sum due to rounding.

Please see disclaimer on reverse

For Professional Client Use Only

Summary of ZDP Shares (£)

Trading Symbol:	NBPE / NBPU
Exchange:	LSE
LSE Admission Date:	30 June 2009
Traded Currency:	GBP; USD
Bloomberg Ticker:	NBPE LN, NBPU LN
Reuters Ticker:	NBPE.L, NBPU.L
ISIN:	GG00B1ZBD492
Common:	030991001
Semi-annual Dividends:3	$0.29 per share
Annualised Dividend Yield:3	5.4% on share price, 3.4% on NAV

ASSET CLASS AND INVESTMENT TYPE BY FAIR VALUE

YEAR OF INVESTMENT BY FAIR VALUEGEOGRAPHY BY FAIR VALUE

INDUSTRY BY FAIR VALUE

TOP 10 COMPANIES BY FAIR VALUE

Investment

Fair Value ($m)Inv. Date 2016

Industry Technology

$33.0

% of Value 3.1%

**

2017 2017

Industrials Financial Services

32.7 32.0

3.1% 3.0%Business Services Company*

2017

2017

2018

2014

2020

2018

2019

Business Services Industrials Healthcare Consumer Consumer Technology Healthcare

30.9

2.9%

30.3

2.9%

27.0

2.6%

27.0

2.5%

26.0

2.4%

23.3

2.2%

23.2

2.2%

LTM ORDINARY SHARE PRICE AND NAV PERFORMANCE (TOTAL RETURN) AND TRADING VOLUME

Price

Share Volume (000's)

$24600

$21500

$18400

$15300

$12200

$60

$9100

May-19

Aug-19

Nov-19

Feb-20

May-20

Volume

NAV per share including dividends

NAV per sharePrice per share

Note: As of 31 May 2020. Past performance is no guarantee of future results. *Undisclosed company.

**Includes Proampac 2nd lien debt.

VALUATION METHODOLOGY

It is expected that most of the investments in which the Company invests will meet the criteria set forth under FASB ASC 820 Fair Value Measurement ("ASC 820") permitting the use of the practical expedient to determine the fair value of the investments. ASC 820 provides that, in valuing alternative investments that do not have quoted market prices, but calculate NAV per share or equivalent, an investor may determine fair value by using the NAV reported to the investor by the underlying investment. To the extent ASC 820 is applicable to an investment, the Manager will value the Company's investment based primarily on the value reported to the Company by the investment or by the lead investor of a direct co-investment as of each quarter-end, as determined by the investments in accordance with its own valuation policies.

The Company generally uses the NAV reported by the investments as a primary input in its valuation; however, adjustments to the reported NAV may be made based on various factors, including, but not limited to, the attributes of the interest held, including the rights and obligations, any restrictions or illiquidity on such interest, any potential clawbacks by the investments and the fair value of the investments' investment portfolio or other assets and liabilities. The valuation process for investments categorized in Level 3 of the fair value hierarchy is completed on a quarterly basis and is designed to subject the valuation of Level 3 investments to an appropriate level of consistency, oversight and review. The Investment Manager has ultimate responsibility for the valuation process and the fair value of investments reported in the financial statements. The Investment Manager performs initial and ongoing investment monitoring and valuation assessments. In determining the fair value of investments, the Investment Manager reviews periodic investor reports and interim and annual audited financial statements received from the investments, reviews material quarter over quarter changes in valuation, and assess the impact of macro market factors on the performance of the investments.

Debt investments made on a primary basis are generally carried at cost plus accrued interest, if any. Investments made through the secondary market are generally marked based on market quotations, to the extent available, and the manager will take into account current pricing and liquidity of the security. For primary issuance debt investments, the Manager estimates the enterprise value of each portfolio company and compares such amount to the total amount of the company's debt as well as the level of debt senior to the Company's interest. Estimates of enterprise value are based on a specific measure (such as EBITDA, free cash flow, net income, book value or NAV) believed to be most relevant for the given company and compares this metric in relation to comparable company valuations (market trading and transactions) based on the same metric. In determining the enterprise value, the Manager will further consider the companies' acquisition price, credit metrics, historical and projected operational and performance, liquidity as well as industry trends, general economic conditions, scale and competitive advantages along with other factors deemed relevant. Valuation adjustments are made if estimated enterprise value does not support the value of the debt security the Company is invested in and securities senior to the Company's position. If the principal repayment of debt and any accrued interest is supported by the enterprise value analysis described above, the Manager will next consider current market conditions including pricing quotations for the same security and yields for similar investments.

For investments made on a secondary basis, to the extent market quotations for the security are available, the Manager will take into account current pricing and liquidity. Liquidity may be estimated by the spread between bid and offer prices and other available measures of market liquidity, including number and size of recent trades and liquidity scores. If the Manager believes market yields for similar investments have changed substantially since the pricing of the security, the Manager will perform a discounted cash flow analysis, based on the expected future cash flows of the debt securities and current market rates. The Manager will also consider the maturity of the investment, compliance with covenants and ability to pay cash interest when estimating the fair value of debt investments.

TRADING VOLUME

During the month of May, NBPE's aggregate trading volume on the London Stock Exchange and over-the-counter trading platforms was 892,077 Class A ordinary shares, which represents an average daily trading volume of approximately 46,951 Class A ordinary shares.

INVESTMENT MANAGER	REGISTERED OFFICE
NB Alternatives Advisers LLC	Email:[e-mail]	NB Private Equity Partners Limited St. Peter Port, Guernsey GY1 4LY
325 N. Saint Paul Street	Tel: [phone]	PO BOX 286, Floor 2 Channel Islands
Suite 4900	Fax:[phone]	Trafalgar Court, Les Banques Tel.[phone]
Dallas, TX 75201	www.nbprivateequitypartners.comFax.[phone]

• 1. Figures provided are unaudited and subject to change. Certain numbers may not total due to rounding.

• 2. Other includes realised gains, investment income not classified as yield income, expenses, the ZDP liability and value changes to other assets, liabilities and shareholders equity.

• 3. NBPE declared a $0.29 per Share dividend on 15 January 2020, which was paid on 28 February 2020. On an annualised basis, this dividend payment represents a dividend yield of 3.4% based on the estimated 31 May 2020 NAV and 5.4% based on the London Stock Exchange closing price of £8.78 on 29 May 2020.

• 4. The diversification analysis by asset class and investment type is based on the fair value of underlying direct/co-investments and fund investments. The diversification analysis by year of investment, geography and industry is based on the diversification of underlying portfolio company investments at fair value as estimated by the Investment Manager. The year of investment is calculated at the portfolio company level and is defined as the date of capital deployment into a particular underlying investment. The diversification by year of investment also includes an allocation of net cash flows and valuation adjustments made since financial statements were last received from the investment sponsor. Accordingly, the actual diversification of the Company's investment portfolio and the diversification of the Company's investment portfolio on an ongoing basis may vary from the foregoing information.

• 5. Direct equity investment diversification includes all equity, including associated equity from income investments.

• 6. Based on 31 May 2020 GBP/USD FX of $1.236 and 30 April 2020 GBP/USD FX $1.240.

This document is not intended to be an investment advertisement or sales instrument; it constitutes neither an offer nor an attempt to solicit offers for the securities described herein. This report was prepared using financial information contained in NBPE's books and records as of the reporting date. This information is believed to be accurate but has not been audited by a third party. This report describes past performance, which may not be indicative of future results. None of NBPE or the Investment Manager accepts any liability for actions taken on the basis of the information provided.

All investments are subject to risk. Past performance is no guarantee of future returns. Prospective investors are advised to seek expert legal, financial, tax and other professional advice before making any investment decision. The value of investments may fluctuate. Results achieved in the past are no guarantee of future results.