EU SFDR Disclosure

In order to comply with articles 3(1), 4 (1) (b), 5(1) and 10 (1) of the EU Sustainable Finance Disclosure (Regulation (EU) 2019/2088 (SFDR)), Waterland Private Equity Investments B.V. (Waterland) makes the following disclosures.

Information about Waterland’s policies on the integration of sustainability risks in its investment decision‐making process

A “sustainability risk” is defined in the SFDR as “an environmental, social or governance event or condition that, if it occurs, could cause an actual or potential material negative impact on the value of the investment”.

In making and managing investments, Waterland takes ESG factors including sustainability risks into account. This ranges from conducting initial scans and reviews throughout the target screening and due diligence process to monitoring and reporting on ESG during the holding period until exit. In line with relevant principles, Waterland has integrated ESG considerations including sustainability risks throughout the investment process.

Screening

As per our responsible investment policy, we conduct ESG assessments early in the investment process. This includes pre-due diligence screening in which potential investments are assessed against Waterland’s ESG Engagement Model and Waterland Responsible Investment guidelines. Each opportunity is screened for material ESG issues and assessed for exposure to specific regions, sectors, and business practices. Among other criteria, the Responsible Investment guidelines specify certain sectors and we refrain to invest if a company’s revenue is principally derived from these sectors, unless consent from the fund’s advisory board is obtained.

Due diligence

Waterland conducts thorough due diligence on potential investments, including their management teams and supply chains. During the due diligence process and contract negotiations, potential ESG risks and opportunities are further assessed – and, where relevant, quantified.

A preliminary ESG risk assessment is assigned to each new investment opportunity. Targets identified as having moderate ESG risks undergo more detailed assessment steps. If the investment team believes these risks can be appropriately mitigated, the opportunity is presented to the Partner Board and the Investment Committee.

The outcome of the above analysis will be outlined in the investment documents and forms part of the consideration for the Investment Committee to pursue or decline the prospective investment. The ESG due diligence is performed concurrent with the commercial, financial, legal and tax due diligence.

Transparency of remuneration policies in relation to the integration of sustainability risks

Our remuneration policies take into account the integration of sustainability risks. Waterland promotes sound and effective risk management and ensures that the remuneration structure does not encourage excessive risk taking that is inconsistent with its risk appetite or the risk profile of the portfolios that are being managed, also with regards to sustainability risks. The appraisal procedures which Waterland applies for relevant staff assess how Waterland staff incorporate ESG risks and ESG standards. This includes compliance with Waterland’s policies and procedures as well as the firm’s internal risk management framework and risk limits, including those relating to the impact of sustainability risks on the investment decision making process.

No consideration of adverse impacts of investment decision on sustainability factors

Waterland does not consider the principal adverse impacts of its investment decisions on sustainability factors within the meaning of article 4 (1) (b) of the SFDR by publishing a principle adverse impact (PAI) statement on its website through the template principal adverse sustainability impacts statement set forth on Annex I of the SFDR Commission Delegated Regulation 2022/1288 (the SFDR Delegated Regulation). Waterland is not required to publish a PAI statement because it has less than 500 employees. In addition, due to Waterland’s “buy-and-build” strategy and continuously changing portfolio, Waterland is not in a position to obtain and measure all the required data systematically and consistently. Indicators and collected data are continuously changing, resulting in different outcomes each year and making year-on-year comparisons challenging.

Waterland continues to closely monitor the market developments (including the level of availability of the data) as well as the regulatory developments. Waterland will review whether and when to comply with article 4 sub 1 (a) of the SFDR.

Transparency of the promotion of environmental or social characteristic

Waterland at present manages the following AIFs to which article 8 SFDR applies: WPEF IX, WPF I, WSOF II and WSOF III (together: the Article 8 Funds). Product-specific sustainability website disclosures in accordance with article 10 SFDR for the Article 8 Funds are available through the investor portal.