MYANMAR INVESTMENTS INTERNATIONAL LIMITED

AN ACTIVE MYANMAR FOCUSED INVESTING COMPANY

PROPOSED LISTING ON AIM AUNG HTUN - MANAGING DIRECTOR MIKE DEAN - FINANCE DIRECTOR June 2013

This is Burma, and it will be quite unlike any land you know about
Rudyard Kipling, 1891

A Burmese spring: After 50 years of brutal military rule, Myanmars democratic opening has been swift and startling
The Economist, May 2013

Myanmar could grow at 7%8% per year for a decade or more and raise its per capita income to $2,000$3,000 by 2030
ADB, August 2012

Probably the best investment opportunity in the world right now is Myanmar. In 1962, Myanmar was the richest country in Asia. They closed off in 1962, and now it's the poorest country in Asia. I see enormous opportunities there because they're now opening up. It's like when China opened up in 1978. There were unbelievable opportunities going forward. The same is true in Myanmar now in my view
Jim Rogers, July 2012

We very much appreciate your efforts and leadership in leading Myanmar in a new direction. We want you to know that the United States will make every effort to assist you on what I know is a long, and sometimes difficult, but ultimately correct path to follow.
President Obama to President Thein Sein, 20 May, 2013

Executive Summary
Why Myanmar ? o Strategically located between China, India and Thailand
o o o o o

Resource rich (oil, natural gas, water for hydro power, minerals, arable land, tourist sites, long coast line) Poor infrastructure (telecom, electricity, transportation) Large population (with less access to consumer goods available elsewhere in Asia) Underdeveloped financial industry Limited export industries

Why now ? o Recent political changes have led to:

o

EU, Australia, Norway and Canada revoking most sanctions and the US reducing them A surge in foreign investment and trading interest

Numerous investment opportunities as Myanmar seeks to upgrade its infrastructure, boost capacity to meet domestic demand and export opportunities, tap into Asias tourism boom However, the Directors believe that experience of Asian business culture, investing practices and frontier economies is essential

Executive Summary
Why MIL Management o A wide ranging network of contacts in Myanmar
o o o

Hands on experience in managing and building businesses Experience in investing in, managing and exiting companies in Southeast Asia especially in the emerging economies Management is investing and has an aligned compensation package linked to share price performance

MIL Proposition o A Myanmar centric holding company

o

To develop a diversified portfolio of strategic (core) and private equity style holdings and, over time, fee generation capabilities The Directors believe MIL will be the first Myanmar focused investment vehicle admitted to the London Stock Exchange
An AIM quotation will provide pricing, transparency, visibility and in due course liquidity

o o

Deliberately starting small and will raise capital as opportunities are identified Unlike private equity funds there is no fixed commitment amount or fixed investment timeframe; the Company intends to carry out subsequent rounds of fundraising to increase exposure Seeking to raise US$5-10 million on IPO (indications of commitments in excess of US$5m from experienced Asian investors)

Directors and Advisers

Board
o

William Knight, Chairman Chairman China Chaintek Plc, Abingworth Bio Ventures II, JP Morgan Chinese Investment Trust Plc; Director Fidelity Asian Values Trust, Ceylon Guardian Investment Trust. Formerly head of Far East merchant banking of Lloyds Bank Group Aung Htun, Managing Director Executive Chairman of Thai Strategic Capital Management; Director KT ZMICO Securities Ltd, Draco PCB Plc, Wuttisak Clinic Inter Group Ltd, Nam Seng Insurance Plc. Founder and formerly CEO Seamico Securities Plc Mike Dean, Finance Director Independent Director Petra Food. Formerly CFO Epic Shipping Group; Head of Corporate Finance and Co-Head of Private Equity CLSA; and PPMV (Prudential Plcs Asian private equity group). FCA, qualified with Arthur Andersen

Craig Martin, Independent Director Managing Partner CapAsia. Formerly Investment Director, Prudential Plcs Vietnam private equity business; and Standard Chartered Private Equity group. Has worked and lived in Cambodia and Vietnam
Chris Appleton, Independent Director Formerly HSBC Private Banking; Managing Director, Salomon Smith Barney; and Head of Asia for FoxPitt, Kelton

Further details are in the Appendix and Pathfinder admission document Advisers Nominated adviser: Grant Thornton UK LLP Solicitors to MIL: Reed Smith (UK & Singapore) Auditor: BDO Broker: Allenby Capital Solicitors to MIL: DFDL (Myanmar)

Myanmar Investments International Limited

British Virgin Islands (BVI) incorporated holding company

o

Investments will be made and held through Singapore registered SPVs because of the ASEAN and Double Tax Treaties with Myanmar.

US$ denominated capital To be admitted to trading on AIM as an Investing Company Raising a minimum of US$5 million through a Placing of between 5 - 10 million ordinary shares at US$ 1.05 / ordinary share
o

indications of commitments in excess of US$ 5 million have already been received

All IPO investors will receive 1 warrant for each ordinary share subscribed, exercisable at US$ 0.75 between the 2nd and 5th anniversaries of the IPO

The warrants will also be admitted to trading on AIM at IPO

MIL is deliberately starting at the minimum market cap set by AIM (3m) but structured so as to be able to increase capital quickly as the deal flow materialises 18 months after IPO if a substantial portion of MILs funds have not been invested then shareholders will have the option to extend the investment period or to liquidate the company Market positioning: Exclusively Myanmar focused Target is to build a diversified portfolio Proven management team Established Myanmar network Experienced Board of Directors - with aligned incentive scheme

Investment Strategy

Over the long term MILs primary objective is capital appreciation through investments in a diversified portfolio of companies and sectors Investments will range from minority holdings to control positions and in private or public companies Investments will fall into two categories:
o

Core Investments Businesses that are essential to the domestic economy Limited availability of licenses that create a medium term barrier to entry Capable of being built into leading franchises Interesting sectors include; financial services, telecommunication, certain retail franchises ROE and dividend yield driven May list the investee companies in due course but not necessarily to sell them until such time that growth moderates

Financial Investments Private equity style investments in any sector Investment decision driven by capital gains and liquidity potential

Fee generation o Where an investment is larger than MILs appetite or does not fall within MILs investment scope, MIL may seek to generate fee income through placement or syndication activities as well as earn a carried interest o MIL may also selectively establish, seed fund, and manage specific industry focused investment vehicles While the primary objective is to build capital, once the portfolio has matured, the intention is also for MIL to make regular dividend payments as well as cash distributions from the sale of investments

Deal Flow
Management will source investment opportunities primarily from its network but will also maintain relationships with intermediaries both in Myanmar as well as in other countries in the Southeast Asia region Opportunities are expected from:
o o o

Established local companies seeking expansion capital to cope with increased demands Local entrepreneurs taking advantage of new opportunities Foreign companies wanting to have a locally based partner

The Directors believe that, unlike in the more mature ASEAN markets where opportunities are well structured and the intermediary communities are well established and knowledgeable, in Myanmar most intermediary and advisory firms are recent startups and the local business community has very limited exposure to international financing options. Consequently MIL is likely to have to work closely with potential investee companies to develop the relevant opportunity

MIL is currently aware of potential opportunities in a range of sectors including:

o o o o

Financial services Education services Telecommunications Offshore supply services

Capital Structure and Incentive arrangements

Capital Structure
o

A minimum of 5,000,000 Ordinary Shares to be issued at IPO (IPO Shares) May issue up to a further 5,000,000 shares IPO Shares issued at US$1.05 / share 1 Warrant issued for every IPO Share subscribed, exercisable quarterly between the 2 nd and 5th anniversary at US$0.75 Both the Ordinary Shares and the Warrants will be traded on AIM

Co-investment
o o

At the Directors discretion Cornerstone Investors are entitled to co-invest with MIL on normal commercial terms Only for first 3 years

Management incentive
o o o o

Share Option Scheme equal to 10% of the fully diluted capital will be issued to Management. Options are unlisted, have a vesting period over 3 years and exercisable at a 10% premium to the IPO price. For each subsequent MIL share issue additional, pro rata, options will be issued at the same 10% exercise price premium, vesting period and exercise dates The options align interests as they are long term and at a premium to the IPO price and subsequent capital raising prices

Management participation and remuneration

o o o

Board will be investing in the IPO Executive management will defer half of their remuneration until the time that the IPO funds are substantially invested If the Company does not substantially implement its investing policy within 18 months and shareholders do not grant an extension, the deferred portion will be waived

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APPENDIX

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Management Track Record

William Knight, 70, Chairman. William is an alternative asset investment specialist who has spent almost his entire career involved with financial development of companies and projects in developing economies. He arrived in Asia in 1971 and between 1979 and 1982 he was head of the Far East merchant banking activities of Lloyds Bank Group based in Hong Kong but active throughout Asia, notably in India, Indonesia, Korea, Sri Lanka, Taiwan and Thailand. Between 1987 and 1991, whilst still at Lloyds, William specialised in arranging emerging market investment funds and established a number of the earliest country funds, including the first London-listed funds for Thailand and Vietnam.
Since 1991 he has served in a wide range of non-executive positions as an independent director or adviser based in London. Through his wholly-owned independent advisory company, his principal activities have been the development of financial services for economies in transition or rapid development, first time investment funds, financing small and medium enterprises and private equity for regenerating economies. William is co-founder of Emerisque Capital Limited. He is also chairman of Abingworth Bio Ventures II and the JP Morgan Chinese Investment Trust Plc and also a director of Fidelity Asian Values Plc, Ceylon Guardian Investment Trust Plc, Axis Fiduciary Ltd and China Chaintek United Co., Limited. Aung Htun, 53, Managing Director. Aung, who is half Burmese and an engineering graduate from Imperial College, brings hands-on experience of starting, building and managing companies, as well as 30 years of fund raising and corporate finance experience. With a decade in private equity Aung is also seasoned in making and exiting investments. In 1982 Aung joined Kleinwort Benson in London in the corporate finance department specialising in M&A. On returning to Thailand in 1987 he founded and was CEO of Seamico Securities Plc, a diversified corporate finance, fund management and stock broking company which he built up from scratch and took public on the Stock Exchange of Thailand in 1995. Seamico diversified out of Thailand through acquisitions of securities firms in London, Hong Kong and Mumbai. In 1999 Aung founded Thai Strategic Capital Management, a Bangkok based private equity fund manager where he led investments into B-Quik and Modern Asia Environmental Holdings, and is currently managing Thai Strategic Partners II LP and TS Wutti Limited (an SPV that has co-invested with CVCI in Thailands largest skincare clinic chain). Aung brings a wealth of experience and contacts in a diverse range of industries (finance, canned tuna, waste management, hotel, car services, cinema chain, etc) where he has been a director and / or audit committee member. Currently he sits on the boards of Draco PCB Plc, Wuttisak Clinics Inter Group Ltd, KT ZMICO Securities Ltd, Nam Seng Insurance Plc, and is a Governor of the Asian University and a director of the Thai Private Equity & Venture Capital Association (which he co-founded in 1989).

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Management Track Record

Mike Dean, 52, Finance Director. Mike has over 20 years of experience in the financial industry in investment banking, private equity and accounting and a further 8 years as CFO for a global shipping group. 22 of these years have been spent in Hong Kong and Singapore.
He was a management shareholder of CLSA and during the 1990s was Head of Corporate Finance and then Co-Head of Private Equity. During this time he spearheaded the groups expansion into investment banking in China, India and ASEAN. He also co-led CLSAs diversification into private equity. In 2000 he joined Prudential plc as part of their Asian based, MBO focused team at PPMV Asia developing investments in South East Asia as well as starting their fund of funds business. In 2003 he conceived and developed Prudentials investment management business for Vietnam and, despite the closure of PPMV Asia, remained on the investment committee for Prudentials Vietnam private equity business through to 2012. Between 2005 and December 2012 he was CFO of the Epic Shipping Group, with responsibilities for the day to day financial aspects of the business as well as the structuring and execution of the groups equity fund raisings, acquisitions, divestments and joint ventures. Mike qualified with the Institute of Chartered Accountants in England and Wales (FCA) and the Chartered Institute of Taxation (CTA) whilst working for Arthur Andersen & Co, in London before moving to Hong Kong in 1985. He graduated from Bradford University, England with a Business Studies honours degree. Mike is also a Member of the Singapore Institute of Directors and a Member of the Hong Kong Securities Institute. He is a non-executive independent director and Audit Committee chairman of Singapore main board listed Petra Foods Limited. Craig Martin, 43, Independent Non Executive Director. Craig has 20 years of business building and direct investment experience in emerging markets in SE Asia. He has lived and worked in SE Asia (with a focus on the Greater Mekong region) since 1993, living in Cambodia (7 years), Vietnam (5 years) and Singapore (8 years), building businesses in Myanmar, Thailand, Cambodia, Vietnam and Laos and investing in many sectors. His experience covers telecoms, agribusiness, building materials, education, media, retail, real estate, manufacturing, finance, logistics, transportation and infrastructure. Craig has a Masters of Engineering from the University of York, UK, an MBA with Distinction from INSEAD and is a member of the Singapore Institute of Directors. From 1993 to 2000 Craig ran a consulting and advisory business in the Mekong region, advising multinationals on market entry, M&A and growth strategies in Cambodia, Vietnam, Laos and Myanmar. From 2001 to 2005 Craig was a founding member of the Standard Chartered Private Equity business, investing in India and Southeast Asia. From 2005 to 2010 Craig was an investment director and subsequently head of private equity, for Prudential Vietnam, notable deals including a US$ 50m buyout in a leading animal feed business, a US$ 16m buyout in a steel business and a US$ 40m growth capital investment to build-out of Vietnams first multiplex cinema chain. Since 2010 Craig has been a Managing Partner for CapAsia, an emerging market infrastructure fund manager, heading up SEASAF, a top-performing 2006 vintage fund and is raising a US$ 350m successor fund.

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Management Track Record

Chris Appleton, 52 Independent Non Executive Director. Chris has 30 years of experience in finance covering banking, equity analysis, sales and management, funds management and private banking. Educated at Oxford and with post graduate studies at Tokyo University, Chris has lived in Asia since 1984. Starting his career as an Asia focused banker in London with Kleinwort Benson, Chris then worked as an analyst of the Japanese auto and transport sectors in Tokyo before moving into equity sales and management. Since moving to Hong Kong in 1998 he ran a Pan Asian sales force for Salomon Smith Barney and then became Head of Asia for Fox-Pitt Kelton, at the time the investment banking arm of Swiss Re, directly running equity as well as responsible for capital markets and advisory. During this period he established the Tokyo office to complement the Asian business run out of Hong Kong. In 2005 Chris moved to found Faye Capital Ltd. Starting off as an advisory business selling Asian equity research to hedge funds, Faye Capital trialed a Pan Asian long bias equity fund process that was given third party asset management licences in 2008. Between 2010 and 2011 Chris was Head of Investment Advisory Products for HSBC Private Bank in Hong Kong, overseeing multi asset teams.

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Why Myanmar ?
Large opportunity, scalable prospects
Myanmar, which is larger than Thailand, has a population of between 48 and 60 million of which 13 million are aged between 15 and 28. This is approximately 40 per cent. of the working age population. They will not only be productive but will become consumers

Strategic location
Myanmar is geographically positioned between China, India and Thailand. This strategic location has historically made it the bridge between east and west New road and rail connections that are currently being built will integrate ASEAN countries with China and India through Myanmar The ASEAN Economic Community (AEC) Agreement which is due to be completed by 2015, will remove trade barriers between ASEAN members. This will substantially facilitate intra ASEAN trade Myanmar with its low labour costs and strategic location could become a major manufacturing and export country. In 2009 Myanmars exports totalled US$ 7.5 billion (cf. Thailand with US$ 150 billion) most of which was from the sale of natural gas

Resource rich
Myanmar is rich in natural resources. It has an estimated 7.8 trillion cubic feet (tcf) of natural gas - cf. Thailand which is considered a large regional producer with 9.9 trillion tcf Its hydropower potential is estimated to be more than 100,000 megawatts. It also has deposits of antimony, zinc, nickel, copper, tungsten, gold, lead, marble, limestone and precious stones and jade With its long coastline and landmass (over 65 million hectares) it has abundant agricultural and fishery potential

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Multi Decades Of Growth

A visit to the country will immediately show that Myanmar is decades behind Thailand

Only 26 per cent. of the population has access to electricity. Even in the major cities, including Yangon, there are frequent blackouts Antiquated and limited infrastructure will require significant investment. Road density is 2KM/1000 people (cf. ASEAN average of 11) Low penetration of most consumer products and services Limited availability of commercial space and retail space will require investment not only in their development A basic financial services industry that will expand rapidly with the advent of increased trade, exports and investment activities as well as from pent up demand from consumers that have never had little or no access to credit Minimal annual tourist arrival with c. 791,500 tourists in 2010, compared to almost 16 million visiting Thailand

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Demographic
The Republic of the Union of Myanmar is situated in Southeast Asia and borders India, Bangladesh, China, Laos and Thailand with a 1,930 km coastline on the Andaman Sea 40th largest country in the world by landmass with 676,577 sq.km. It is the largest mainland country in Southeast Asia Strategically placed between India, China and Thailand 24th most populous country in the world with population of 48 to 60 million (an estimated 4.2 million live in Yangon and 1 million in Mandalay). However, it has a population density of only between 71 and 88 people per sq.km., one of the lowest in Southeast Asia With a new capital Nay Pyi Taw, Myanmar has a total of 14 regions and states with 135 distinct ethnic groups. The three largest being Burmans (68%), Shan (9%) and Karen (7%) 89% of the population are Buddhists A member of WTO and ASEAN Myanmars nominal GDP in 2011 was US$ 51 billion (around 1/7th of Thailand) GDP per capita in 2011 of US$ 824 (Thailand US$ 5,395)

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Economy

In the 1960s Myanmar was one of Asias leading economies. Its per capita income in 1960 at US$ 670 was more than three times Indonesia and more than twice that of Thailand
Key factors inhibiting growth over the following 5 decades included: low investment (due both to self imposed isolation in the 60s and 70s and latterly to external sanctions), limited integration with global markets, dominance of state-owned enterprises and frequent periods of macroeconomic instability

Source: Asian Development Bank

Driven by the recent suspension of sanctions which should improve Foreign Direct Investment (FDI) as well as strong export earnings from resource commodities, the ADB forecasts that growth in the fiscal year ending 31 March 2013 reached 6.3 per cent. External debt / GDP in 2011 was a manageable 22.8 per cent. Myanmars exchange rate has been unified and is a managed float. Currently Kyat 870 / US$1 Due to an underdeveloped banking system and, until recently, no ATMs or credit cards, Myanmar is essentially a cash economy.

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A time of significant change

Since October 2011 Myanmar has started to re-engage with the international community and open up its economy driven by a desire to:
o o o

balance its foreign relations, trade and investment partnerships and reduce its dependence on China reduce poverty modernise its industries

Significant changes have taken place including:

o o

o o o o o o

Release of political prisoners Aung San Suu Kyi has taken a seat in parliament, travels internationally and in December 2012 was appointed to chair a high level commission to investigate the dispute / clashes at a Chinese operated copper mine Ceasefire agreements signed with the Karen and Mon but tentative negotiations with the Kachin have broken down and hostility has resumed Recent sectarian violence in Rakhine State underscores the fragility of the achievements Freedom to demonstrate and strike have been restored Press censorship has been substantially reduced. A leading dissident newspaper has returned to open an office An independent Human Rights Commission established Cancellation of two high profile but environmentally controversial projects (power plant in Dawei and Myitsone Dam)

These changes have been acknowledged by the international community:

o o

o
o o o o o

Myanmar will Chair ASEAN for 2014 and host the 2013 Southeast Asian Games EU has removed sanctions as has Norway, Australia and Canada US has suspended some sanctions Visits from Barack Obama (the first time by a US President in over 50 years), David Cameron, Ban Ki Moon and others President Thein Sein visited President Obama in May 2013 US has restored full diplomatic relations and the EU and World Bank have opened an office in Yangon Japan is reported to have written off debt of US$3.4 billion from Myanmar and is negotiating a bilateral trade and investment agreement The International Labour Organization (ILO) has removed sanctions. This will allow EU to reinstate GSP in 2013

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The Opportunities
The Directors believe that Myanmar is poised to benefit from decades of investment that will be needed to upgrade its infrastructure Myanmars lower cost and large labour pool should allow it to build up a significant manufacturing capacity both domestically and for export Sectors that are expected to benefit from Myanmars projected growth include:
o o o o

o
o o o o o

Construction and construction materials Financial services Retail Telecoms Travel and Tourism Resources Manufacturing Transportation and logistics Education services Healthcare

Sensible investing should allow Myanmar to leapfrog the technology and process curves to more quickly narrow the gap with other Asian/Emerging economies

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Myanmar compared to its neighbours

2000
(per 1,000 live births)

2010

2000
(years)

2010

Mortality rate, infants Thailand Vietnam Myanmar

15.9 26.2 61.5
(million)

Life expectancy at birth, total

72.5 71.9 61.9
(per 100 people)

11.0 18.1 49.3

73.9 74.8 64.7

Air transport, passengers carried Thailand Vietnam Myanmar

17.4 2.9 0.4
(current US$ million)

Mobile cellular subscriptions

4.8 1.0 0.0
(percentage of GNI)

27.2 14.4 0.3

103.8 127.0 1.2

Merchandise exports Thailand Vietnam Myanmar

69,057 14,483 1,646 195,314 72,237 8,749

Education expenditure
4.3 2.8 0.3 4.1 2.8 0.8

The above table illustrates a number of points: 1. Myanmar in 2010 was further behind where Vietnam was in 2000; 2. The phenomenal growth and improvements in Vietnam over these 10 years can Myanmar replicate this?; 3. And yet how far Vietnam and Myanmar still have to go to catch Thailand

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Disclaimer and Confidentiality

The content of this promotion has not been approved by an authorised person within the meaning of the Financial Services and Markets Act 2000. Reliance on this promotion for the purpose of engaging in any investment activity may expose an individual to a significant risk of losing all of the property or other assets invested. This presentation (the "Presentation") is being furnished by Myanmar Investments International Ltd. (MIL), a company incorporated in the British Virgin Islands, on a private and confidential basis to a select number of prospective interested investors ("Investors") who have the knowledge and experience in financial and business matters and the capability to conduct their own due diligence investigation and evaluation in connection with a potential investment in MIL. This Presentation is solely for use by an Investor in connection with its consideration of such investment. The information contained in this Presentation has been compiled based on publicly available information. Neither MIL nor its advisers, employees or representatives makes any representation or warranty, express or implied, as to the accuracy or completeness of the information contained herein or any other information (whether communicated in written or oral form) transmitted or made available to any Cornerstone Investor and shall not have any liability for any such representation or warranty expressed or implied or for the omission of any information from this Presentation. Further, MIL and its advisors, employees and representatives expressly disclaim any and all liability relating to or resulting from the use of this Presentation or such other information by an Investor or any of its affiliates or representatives. By accepting delivery of a copy of this Presentation, the recipient agrees that the information contained herein and in all related and ancillary materials and documents is not to be used for any purpose other than in connection with the recipient's consideration of an investment in MIL, that such information is of a confidential nature and that the recipient will not, directly or indirectly, disclose or permit its affiliates, advisors, employees or representatives to disclose any of such information including the existence of this Presentation to any other person or reproduce this Presentation, in whole or in part, without the prior written consent of MIL. The recipient further agrees that these confidentiality and other obligations shall apply to all non-public information relating to MIL. This Presentation presents information with respect to MIL as of the date hereof. Potential Investors should conduct and rely on their own independent investigation and evaluation of MIL and any investment therein, and consult their own advisors accordingly. The contents of this Presentation does not constitute and is not intended to constitute advice relating to investment, legal, regulatory or tax matters and Investors should not treat the contents of this Presentation as such advice but should instead rely on their own advisors and investigation in regard to all issues and information (including those contained in this Presentation) concerning MIL and any investment therein. Neither this Presentation nor its delivery to any Investor shall constitute an offer to sell or issue or a solicitation of an offer to buy or subscribe for securities in MIL or to enter into any other transaction or legally binding agreement. Any investment in MIL may be made solely by way of a formal legal subscription agreement pursuant to the issue of a formal prospectus or admissions document, if and when issued. No copy of this Presentation has been registered in any jurisdiction in connection with an investment in MIL, and no action has been taken to permit the distribution of this Presentation in any jurisdiction where such action is required to be taken. This Presentation does not constitute an offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not authorised or to any person to whom it is unlawful to make such offer or solicitation. Persons into whose possession this Presentation comes are required by MIL to inform themselves about and to observe (a) any legal requirements or restrictions within their own countries relating to an investment in securities and/or the possession or distribution of information concerning such investment, (b) any foreign exchange restrictions which may be relevant to them personally, and (c) any tax consequences arising from the purchase, holding or disposition of securities which may be relevant to them. Recipients who do not wish to pursue an investment in MIL are required to return or destroy this Presentation together with all copies hereof and all other materials relating to MIL which the recipient may have received from MIL, its directors, advisors or representatives at their earliest convenience. In the case of recipients in the UK, this Presentation and any accompanying information communicated orally as part of the Presentation, including the speeches of the presenters, is made to and is directed only at persons who are both (a) (i) overseas persons within the meaning of Article 12 of the FSMA (Financial Promotions) Order 2005 (FPO); (ii) high net worth companies and unincorporated associations within the meaning of Article 49 FPO; (iii) certified sophisticated investors within the meaning of Article 50 FPO; or (iv) any other person to whom this document may be lawfully distributed without breaching the provisions of section 21 of the Financial Services and Markets Act 2000 (FSMA); and who are also (b) qualified investors within the meaning of section 86(7) of FSMA and other persons to whom it may be distributed without an approved prospectus (within the meaning of section 85 FSMA) being made available to the public, (persons fulfilling the criteria at (a) and (b) referred to herein as Relevant Persons). In any other jurisdiction this Presentation is made to and directed only at persons to whom the Presentation may lawfully be made. Any investment or investment activity to which this Presentation relates is available only to persons qualified as set out above and will be engaged in only with such persons. A certified sophisticated investor within the meaning of Article 50 of the FPO is a person who has a current certificate in writing or other legible form signed by a person authorised by the UK Financial Conduct Authority (FCA) to the effect that he is sufficiently knowledgeable to understand the risks associated with the investment in question, and who has signed within the last 12 months a statement complying with paragraph 1(b) of Article 50 to the FPO. This document is exempt from the general restriction in section 21 of FSMA on the communication of invitations and inducements to engage in investment activity as it is only being distributed to Relevant Persons. The content of this document has not been approved by an FCA-authorised person. Reliance on this document for the purpose of engaging in any investment activity may expose you to a significant risk of losing all the property invested or of incurring additional liability. If you are in any doubt about the investment to which this document relates you should consult an independent financial adviser or other person authorised and regulated by the FCA who specialises in advising on the acquisition or disposal of shares and other securities. The securities mentioned herein have not been, and will not be, registered under the U.S. Securities Act of 1933 (the Securities Act) as amended, and may not be offered or sold in the U.S. unless they are registered under the Securities Act or pursuant to an exemption from, or in a transaction not subject to the registration requirements of the Securities Act. Certain information in respect of the Company constitutes forward-looking information. Such forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual costs and results of the Company and its operations to be materially different from estimated costs or results expressed or implied by such forward looking statements. Although the Company has attempted to take into account important factors that could cause actual costs or results to differ materially, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking information. This Presentation contains no information or material which may result in it being deemed (1) to be a prospectus within the meaning of section 2(1) of the Companies Ordinance (Chapter 32 of the laws of Hong Kong), or an advertisement or extract from or abridged version of a prospectus within the meaning of Section 38b of the Companies Ordinance or an advertisement, invitation or document containing an advertisement or invitation falling within the meaning of Section 103 of the Securities and Futures Ordinance (Chapter 571 of the laws of Hong Kong) or (2) in Hong Kong to have effected an offer to the public without compliance with the laws of Hong Kong or being able to invoke any exemption available under the laws of Hong Kong and is subject to material change. This Presentation does not constitute a prospectus, notice, circular, brochure or advertisement offering to sell or inviting offers to acquire, purchase or subscribe for any securities in Hong Kong or calculated to invite such offers or inducing or intended to induce subscription for or purchase of any securities in Hong Kong. This Presentation is for distribution in Hong Kong only to persons who are "professional investors" as defined in Part 1 of Schedule 1 of the Securities and Futures Ordinance (Chapter 571 of the laws of Hong Kong) and any rules made thereunder and whose ordinary business is to buy and sell shares or debentures, whether as principal or agent. This Presentation has not been registered as a prospectus with the MAS. Accordingly, this Presentation and any other document or material in connection with the offer or sale, or invitation for subscription or purchase, of securities in MIL may not be circulated or distributed, nor may securities in MIL be offered or sold, or be made the subject of an invitation for subscription or purchase, whether directly or indirectly, to persons in Singapore other than (i) to an institutional investor under Section 274 of the Securities and Futures Act, Chapter 289 of Singapore (the SFA), (ii) to a relevant person pursuant to Section 275(1) of the SFA, or any person pursuant to Section 275(1A) of the SFA, and in accordance with the conditions specified in Section 275 of the SFA, or (iii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. Allenby Capital Limited, which is authorised in the United Kingdom by the Financial Conduct Authority is acting exclusively for the Company and will not be responsible to anyone other than the Company for providing the protections afforded to its clients or for advising any other person in connection with this matter. Persons attending this Presentation should seek their own independent, legal, investment and tax advice as they see fit.