EFTA01452255.pdf

End notes SOF III - 1081 Southern Financial LLC 1 The performance figures have been calculated based on the unaudited performance results of DB SOF. DB SOF D and DB SOF II (each as defined below) as of September 30. 2013 and should be read and reviewed in conjunction with the "Important Information" and "Important Performance Information" sections of the marketing presentation of the Offshore Feeder Fund. The "Important Performance Information section in particular includes, amongst other things. a description of the terms used above and sets forth important guidelines and limitations as to the performance described above Gross returns are gross of fees. expenses and carried interest. Net performance data reflects amounts net of expenses, fees and carried interest. Investors should consult with their own advisers as to the appropriate factors to be considered in evaluating this information. Past performance is not a prediction of the future performance of DB SOF, DB SOF D. DB SOF II or the Find but is included to demonstrate the track record of the DB Secondaries team. 2 Based on the portfolios of DB SOF. DB SOF D and DB SOF II as of September 30, 2013. 3 Subject to Deutsche Bank's internal policies and procedures 4 D8 PE's own calculation as of September 30. 2013 5 NAV weighted, as of September 30. 2013. NAV= Net Asset Value 6 Represents aggregate deal flow reviewed by the DB Secondary Opportunities Team from January 1. 2007 to September 30. 2013. Historical deal flow characteristics do not provide a prediction of future trends 7 Cogent Secondary Pricing Trends & Analysis. UBS Outlook 2013, both January 2013 and 2013 Preqin Global Private Equity Report. February 2013. 8 Investors committing >$50million to the Fund will receive a discount of 10 basis points p.a.; Investors committing >$10Crnillion will receive a discount of 20 basis points p a 9 Invested capital is the amount of capital invested in investments over the life of the fund (including amounts returned to limited partners from distributions) and the remaining unfunded obligations reasonably reserved for such investments. Important information Only for investors who are both qualified purchasers and accredited investors. This document is being circulated on a confidential basis for informational purposes only by Deutsche Bank Trust Company Americas. the investment manager of the Onshore Feeder Fund, to a limited number of qualified prospective investors. DB Private Equity ('DB PE") is the private equity platform of the Asset & Wealth Management division of Deutsche Bank AG. together with its affiliates, "Deutsche Bank Group." The information contained herein is confidential and may not be reproduced or used or distributed in whole or in part without the prior written consent of DB PE. The distribution of this document and availability of DB PE's products and services may be restricted by law in certain jurisdictions. DB PE's products and services may be offered for sale or be sold only in those jurisdictions where such an offer or sale is permitted. Deutsche Asset & Wealth Management represents the asset management and wealth management activities conducted by Deutsche Bank AG or any of its subsidiaries. Clients will be provided Deutsche Asset & Wealth Management products or servces by one or more legal entities that will be identified to clients pursuant to the contracts, agreements, offering materials or other documentation relevant to such products or services. In the United States (the 'U.S.') DB PE relates to the asset management activities of Deutsche Bank Trust Company Americas and Deutsche Investment Management Americas Inc.; in Germany, DB Private Equity GmbH; in Austratia, Deutsche Australia Limited (ABN 37 006 385 593), an Australan financial services licence holder, in Hong Kong, Deutsche Asset Management (Hong Kong) Limited; in Japan. Deutsche Securities Inc for DSI financial advisory (not investment advisory) and distribution service only; in Singapore. Deutsche Asset Management (Asia) Limited (Company Reg. No. 198701485N); and in the United Kingdom, Deutsche Alternative Asset Management (UK) Umited and Deutsche Alternative Asset Management (Global) Limited; in addition to other regional entities in the Deutsche Bank Group. An investment in private equity is speculative and invokies a high degree of risk, including risk of loss of the entire investment and is suitable only for sophisticated investors. Certain significant risks include, but are not limited to, lack of liquidity for an indefinite period of time, uncertain economic conditions and real estate risks (including the effect of bankruptcy). A prospective investor in the Onshore Feeder Fund should carefuly review the Confidential Private Offering Memorandum of the Onshore Feeder Fund, the Confidential Private Placement Memorandum of the Fund and the constitutional documents of the Onshore Feeder Fund and the Fund, understand the risks and conflicts of interest set forth therein, and should consult with its legal and tax advisors. Prospective investors should not construe any of the information herein as providing accounting, tax or legal advice on the suitability of an investment in the Onshore Feeder Fund for any particular investor. Prospective investors must rely upon their own examination of the terms of an investment in the Onshore Feeder Fund, and upon their awn representatives and professional advisors, including legal counsel. accountants, and tax advisors as to the accounting and tax treatment of such investment. suitability of such investment, and the legal and other aspects of an investment in the Onshore Feeder Fund. In making an investment decision, prospective investors should conduct their own investigation and analysis of the data and descriptions set forth in tits summary and must rely on their own examination of the investment opportunity. including the merits and risks involved. Prospective investors will be given the opportunity to review the actual documentation that will govern the rights and obigatiors of the parties. Qualified prospective investors may obtain from DB PE such additional available information as they may reasonably request. Purchase of the interests is suitable only as an investment for, and will be offered onty to. persons who have, directly or through qualified representatives, the ability to evaluate the merits and risks of an investment in the interests and the ability to assume the economic risks involved in such investment. This document does not constitute or form part of any offer or invitation to subscribe for. underwrite or purchase an interest in the Onshore Feeder Fund (an 'Interest") and should not be treated as constituting an inducement or representation in connection with any offer or invitation, nor shall it or any part of it form the basis of or be relied upon in any way in connection with, any contract relating to the Interests or the Onshore Feeder Fund, The information herein has been prepared solely to determine preliminary investor interest in the Onshore Feeder Fund and will be superseded in its entirety by the Confidential Private Offering Memorandum of the Onshore Feeder Fund, which will contain a summary of the principal terms of the amended and restated agreement of limited partnership and certain other material legal documents in respect of the Onshore Feeder Fund, the investment objectives of the Onshore Feeder Fund and certain tax information and risk disclosures that are important to any investment decision regarding tie Onshore Feeder Fund. No assurance can be given that the investment objectives of DB Secondary Opportunities Fund, LP. (DB SOF), DB Secondary Opportunities Fund 0. L.P. CDB SOF OD and DB Secondary Opportunities Fund II, LP ('DB SOF II") (together the 'DB Secondaries Funds"), the Fund and the Onshore Feeder Fund will be achieved or that an investor will receive a retum of all or part of its investment, and investment results may vary substantially over any given time period. An investment in the Onshore Feeder Fund is not a deposit with, or liability of, Deutsche Bank, DB PE or any other entity in the Deutsche Bank Group and is not insured or guaranteed by any governmental body or agency. The information contained herein was prepared without regard to the specific objectives, financial situation or needs of any particular person who may receive it It is intended for informational purposes only and it is not intended that it be relied on to make any investment decision. None of Deutsche Bank, DB PE or any other entity in the Deutsche Bark Group, gives any representation or warranty as to the accuracy, reliability or completeness of information which is contained in this document. Except insofar as liability under any statute cannot be excluded, no member of Deutsche Bank. DB PE or any other entity in the Deutsche Bank Group, or any officer. employee or associate of them accepts any liability (whether arising in contract. in tort or negligence or otherwise) for any error or omission in this document or for any resulting loss or damage whether direct, indirect, consequential or otherwise suffered by the recipient of this document or any other person. The financial data presented herein is as of September 30, 2013, unless noted otherwise, and may be outdated. Delivery of this document does not imply that the performance information herein is correct as of any time subsequent to the date hereof. In reviewing the past performance information contained herein, investors should bear in mind that past performance is not necessarily indicative of future results. In particular, current economic conditions may not be comparable to those that existed previously or those that exist in the future. There can be no assurance that the DB Secondaries Funds, the Onshore Feeder Fund or the Fund will achieve comparable results, that targeted returns, diversification or asset allocations Mil be met or that the DB Secondaries Funds, the Onshore Feeder Fund or the Fund will be able to implement their respective investment strategies and investment approaches or achieve their respective investment objectives. ONLY FOR INVESTORS EUGIBLE TO INVEST IN PRIVATE EQUITY FUNDS STRONGLY PRIVATE 8 CONFIDENTIAL CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0109172 CONFIDENTIAL SDNY_GM_00255356 EFTA01452255