The Carlyle Group and Macquarie to Buy Redflex for $2.74 (A$2.70) Per Share in $304 Million (A$300 Million) Transaction

Washington, DC – Global alternative asset manager The Carlyle Group and Macquarie Group Limited announced today that they have entered into an agreement to acquire Redflex Holdings Limited, a global traffic safety company, for approximately $304 million (A$300 million). Carlyle and Macquarie will acquire all of the ordinary shares in Redflex for $2.74 (A$2.70) per share (subject to certain exchange rate adjustments). The transaction is subject to shareholder and regulatory approval and expected to close in June 2011.

Headquartered in South Melbourne, Australia and predominantly based in the United States, Redflex manufactures and operates highway safety equipment that saves thousands of lives a year. The company’s traffic enforcement products and services include the largest network of digital speed and red-light cameras in the world. Redflex listed on the Australian Stock Exchange in January 1997.

David Stonehill, Carlyle Managing Director, said, “We are pleased to partner with the Redflex management team and Macquarie on this remarkable road safety company, which has a demonstrated track record of financial and operating success in its core markets. This is a rare opportunity to invest in a company whose products save lives.”

Brooke Coburn, Carlyle Managing Director and Head of Carlyle Growth Partners III, said, “Redflex is a great fit with our investment strategy. Redflex offers significant global growth opportunities, particularly in the United States, Europe and the Middle East where there is a growing appreciation for the safety that red-light cameras provide.”

Safety Statistics

• In 2009, there were more than 2.2 million reported crashes at intersections in the United States.
• Of the 2.2 million crashes, 81,112 resulted in serious, but non-fatal, injuries and 7,358 resulted in deaths.
• According to a February 2011 Insurance Institute for Highway Safety study, cities where safety camera programs were installed experienced on average a 24% reduction in fatal crashes resulting from running red lights.
• That same study indicated that red-light safety camera programs were correlated with a 17% reduction of all fatal crashes at signalized intersections.
• Of the ten cities that showed the largest percentage reduction, six of those cities utilized Redflex systems.

Carlyle’s investment will be made by Carlyle Growth Partners III, L.P., Carlyle’s North American growth equity fund, which invests in middle market businesses that demonstrate both strong growth and profitability. The fund recently invested in Primatics Financial, a provider of loan accounting and risk management software and outsourcing solutions to the financial services industry, in December 2010.

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Macquarie Group

Macquarie Group (Macquarie) is a global provider of banking, financial, advisory, investment and funds management services. Macquarie’s main business focus is making returns by providing a diversified range of services to clients. Macquarie acts on behalf of institutional, corporate and retail clients and counterparties around the world. Macquarie Group Limited is listed in Australia (ASX:MQG; ADR:MQBKY) and is regulated by APRA, the Australian banking regulator, as the owner of Macquarie Bank Limited, an authorised deposit taker. Macquarie also owns a bank in the UK, Macquarie Bank International Limited, which is regulated by the FSA. Founded in 1969, Macquarie employs more than 15,400 people in approximately 70 office locations in 28 countries. At 30 September 2010, Macquarie had assets under management of $A317 billion.

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