ICG CAPITAL MANAGEMENT PTY LTD

Smile Partners Australia – Mehta Orthodontics

Smile Partners (NSW3) Pty Ltd, a wholly owned subsidiary of Smile Partners Australia Pty Ltd, (together, for convenience, SPA) proposes to acquire 100% of the assets of Shrika Pty Ltd as trustee for Shrika (trading as Mehta Orthodontics). SPA owns a network of independently branded orthodontic practices located across Australia and New Zealand.  Its shareholding is dispersed across a number of investors, the largest proportion of which is controlled by Armitage Australia Pty Ltd, a private equity firm. SPA currently: owns 13 orthodontic practice brands with 20 clinic locations in Australia, across Western Australia, New South Wales, Victoria and Queensland.  This includes 2 orthodontic practices in the Hills District of north-western Sydney (Bachmayer Orthodontic Clinic and Brace5 Orthodontics); and provides management services pursuant to contractual arrangements with additional orthodontic practices in Australia.  Only one of those clinics owns clinics located in NSW, which are outside of the Sydney metropolitan area. Mehta Orthodontics is an independent orthodontic practice located in Bella Vista, a suburb in the Hills District of north-western Sydney.