AXA Private Equity acquires Tokheim Paris, Thursday April 15, 2003

AXA Private Equity, leading private equity house, has today finalised the MBO of Tokheim, the European leader for the production and maintenance of systems and dispensers for gas stations.

Tokheim has sales of € 360 million made in 22 countries of which Europe accounts for 80%. Tokheim owns and operates the businesses of Tokheim Corporation outside North America. Tokheim has been acquired in the liquidation sale process of Tokheim Corporation. Tokheim has always been profitable and operated with a large autonomy from its mother company.
This transaction is made with a view not only to maintain the expansion of Tokheim in its main markets, but also to bring to the newly independent group a capacity to strengthen its leadership in the international markets.

AXA Private Equity will own 94% of the equity, and 6% will be held by the management led by Patrick Berthon.
With this MBO, AXA Private Equity will complete its second significant transaction over the last six months after Bonna Sabla.
The financing of the transaction is arranged by BNP-Paribas. It includes senior and Mezzanine financing aswell as a revolver facility.

About Tokheim

Tokheim, a subsidiary of Tokheim Corporation, has 2,600 employees and generated sales of over € 360 million in 2002. Its experienced management team, which will be involved into the capital of the transaction, is key to its success. The group operates in Europe (80% of sales), Africa, and expands in Asia. It ranks as the market leader in both Europe and Africa, with a particularly strong positioning in France, the Benelux, Spain and Germany.

For further information, please visit: www.tokheim.com

AXA Private Equity (Dominique Gaillard, Frédéric Collard, Philippe Poletti, Bruno Ladrière, Mathieu Antonini)

• Advisors to AXA Private Equity:
  Legal: cabinet Sokolow, Dunaud, Mercadier, Carreras (Jean-François Carreras, Mark Lebow, Nathalie Poissonnier, François Fabiani)
  Accounting: PriceWaterhouseCoopers (François Antarieu, Jean-Marie Nguyen-Daï, Stephen Hart)
  Tax and structuring: Landwell & Associés (François Veuillot)
  Market survey: Arthur D-Little (Vincent Bamberger, Vincent Teulade)
  Insurance: Aon (Florence His)
  Pension: Aon (Dennis Gan)
  Environment: URS (Robert Shofstall)
  M&A Advisor: ABN Amro Corporate Finance (Franck Ceddaha, Gerben Dragt)
• Advisors to the Sellers:
  M&A Advisor: Houlihan Lokey Howard & Zukin (Andrew J. Torgove)
  Legal: Skadden Arps Paris (Christopher Baker, Anthony Pariset, Estelle Guyon, Hala Audi, Armelle Hugon), Skadden Arps Chicago (Felicia Gerber Perlman, Jeffrey J.Steinle, Patrick Belville).
  Restructuration: Bridge Associates LLC, New York
  Banque BNP-Paribas (Bertrand de Rosamel, Vincent Brousseau)
  Legal: Ashurst Morris Crisp (Laurent Mabilat, Diane Sénéchal, Alexander Benedetti)