Slide 1 - RCI Project by wuzhenguang


									BBI Capital NFI SA

      Warsaw 2008
               Warning of risk

This presentation was prepared according to the best knowledge of BBI Capital NFI SA. We will do our best
to ensure that the data we present reflects the market situation of the entities in question as accurately
as possible. However, we are not responsible for the reliability of the data presented in this presentation or
for its being up to date, nor is BBI Capital NFI SA responsible for investment decisions made on the basis
of the information included in this presentation. Transactions involving investment instruments are by their
nature speculative and may result in losses or profits that exceed the initial capital invested. None of the
information included in this presentation, either individually or as a whole, should be treated
as recommendation, instruction, promise or obligation indicating that by using it the investor will make a profit
or reduce its losses. This presentation is not an offer within the meaning of the Polish Civil Code and other
relevant provisions of law.
        Table of contents

 BB Investment Group,
 BBI Capital NFI’s strategy,
 BBI Capital NFI’s investment portfolio,
 Effects of exiting investments,
 Summary,
 Long-term strategy,
 Near-term plans,
BB Investment Group

            BB Investment Group
BB Investment is:
 A private investment company with business roots going back to 1988. Investments
    are sector-based and involve the use of specialised investment vehicles:
       BBI Development NFI – development fund,
       BBI Capital NFI – modern technology, innovative business models,
       BBI Zeneris NFI – renewable energy sources,
 An active medium and long-term investor combining entrepreneurship
    with financial market expertise,
 Expert knowledge and practical experience in developing the value of the companies
    in the group,
 Over the past few years we have developed a number of companies, from small,
    specialised companies to large, highly developed stock market companies
    such as AMS, Emax, and Tell,
 In financial terms, BBI has assets in the amount of PLN 600 million, while the market value of the
    companies managed by the BBI Group exceeds PLN 2 billion.
                                           BB Investment Sp. z o.o.

                            BBI Capital NFI                                   BBI Development NFI
                                 Listed on WSE                                          Listed od WSE

                                                                              - 10 projects,
       ELZAB SA                    Tell SA            Magna Polonia NFI SA    - Luxury apartment buildings in
       Listed od WSE             Listed od WSE              Listed od WSE       the centre of Warsaw,
                                                                              - Unique designs, apartments in
                                                                                holiday resorts,
      I&B System               Orzeł Biały SA               Hardex SA         - 250.000 m2 of usable area
       Listed od WSE             Listed od WSE              Listed od WSE

BBI Seed Fund Sp. z o.o.       Kopa Haus SA             Duda-Bis Sp. z o.o.
                                 Listed od WSE

                                                                                   BBI Zeneris NFI
        IZNS SA                                                                     Fundusz notowany na GPW
                                Aton HT SA                Dominium SA

                                                       Cartridge World CEE     -   Biomass energy,
Telecommedia Sp. z o.o.    Awbud budownictwo SA                                -   Watr power engineering,
                                                             Sp. z o.o.
                                                                               -   Biogas technology,
                                                                               -   Energy from waste,
Kansas Semiconductors                                   Mobilna Telefonia
                             Awbud kostka SA                                   -   Wind power
                                                         Internetowa SA

 Cafe News Sp. z o.o.        Geoclima Sp. z o.o.
       Listed od WSE
BBI Capital NFI’s Strategy

          BBI Capital NFI’s strategy

 A strong investor (BBI Group) with a precisely defined ownership approach,
 Decision-making within the BBI Group associated with VC/PE as well as the
    development and building up of companies has been transferred to BBI Capital NFI,
   Investment portfolio with a VC/PE profile in a broad sense,
   Consistent “opportunity fund” investment strategy,
   Increasing significance in the VC/PE investment fund market,
   Confidence of institutional investors evidenced by investments in the Company’s
    securities by Unicredit and Black Rock,
   Market value: approximately PLN 300 million,
   Taking advantage of a tax exemption,
   Using the benefits of being a listed company.

             Business Model
                                       BBI Capital NFI
                                               Listed Fund
                                             Private Equity
                                           Investment Vehicle

      Business approach                                                  Financial product
 Active owner and combination of                            Listed company – full transparency and
  competencies and business experience                          compliance with corporate governance
  + knowledge of financial markets,                             provisions,

 Focus on the most important sector                         Provision of the necessary amount of capital
  in Poland – small and medium-sized                            and assurance of financial liquidity,
                                                             Investors have easy access to a complementary
 Extraordinary returns on invested                             portfolio of interesting Polish companies.

 Limited competition in the Fund’s main
  operating area.
            Business Model
Our business model consists of 3 steps:

Investment and Development of the Company including the improvement of the
financial result and active work on the operational development and long-term
positioning of the Company in its market, and finally Exit

     Investment                                  Development                                                Exit

      Investment                                  Development                                               Exit
 Company with extraordinary          Active and responsible owner,                              IPO (main market
growth potential,                                                                                  or NewConnect),
                                      Long-term development as a basis for carrying out
 Entrepreneurial approach,             investments,                                              Sale to an industry investor,

 Extraordinary rate of return on     Combining BBI Group’s business experience with             Other.
equity with an acceptable level of      analytical skills in the investment process in order
risk,                                   to build the Company’s credibility as an element of
                                        a holding company.
 Use of local knowledge to
introduce business models.
                                BBI Capital NFI’s operating area
                                                                                                                       open pension funds
                                                                                                                 investment fund companies
                                                                                                                       asset management
              public market

                                                                                                        insurance companies
market type

                                                                                                       private equity funds
                                                              BBI Capital NFI’s
                                                             area of operations
              private market

                                                                            venture capital

                                         businesses developing or diversifying their core business

                                        business angels

                               seed financing             start-up        first-stage financing      expansion-stage       portfolio investment

                                                                      investment project phase
         Types of transactions
1.   Buy-out/restructuring           –     company      takeover     transactions effected
     by buying out shares from shareholders on the public market or outside it and then
     freeing up value in the Company and carrying out restructuring measures.
     Examples: ZEG, Elzab, Pepees, I&B System + MediaService

2.   Development         capital      for    SMEs       – providing development capital
     for small and medium-sized businesses to allow them to realise their growth and
     development strategy or investment programme; exit usually through the public market
     or by sale to a strategic investor.
     Examples: IZNS, Tell, Orzeł Biały, Hardex, Kopa Haus, Awbud 1 and 2, Bomi, Geoclima

3.   Early stage – investments in start-ups in the early stages of their development involved
     in technological projects. Investment in such companies is concentrated in the subsidiary
     BBI Seed Fund.
     Examples: MTI, CartridgeWorld CEE, Cafe News, Kansas Semiconductors, Aton HT
BBI Capital NFI’s Portfolio
     buy-out and restructuring projects

                Elzab SA
According      to   ELZAB’s     strategy   for     2008-2010,                       Shareholding Structure
as approved by its Supervisory Board, the Company will
create a strong, profitable capital group concentrating
on providing comprehensive solutions for the broadly defined
retail market. The group’s competencies and product range
will include software, implementation, consulting and                                                        others
                                                                  BBI Capital NFI                             71%
maintenance services, and specialised equipment for the
retail sector, HoReCa, petrol stations and doctor’s surgeries
and hospitals. ELZAB’s expanded product range will be
implemented by the Company’s powerful existing network
of dealers and distributors. The strategy assumes that
expanding ELZAB’s product range to include software
and services, entering new, lucrative sectors, and optimising
the Company’s financing structure will lead to the value of its
shares being doubled by the end of 2009.

Purchase value of 474,706 shares = PLN 20.98m
Value of BBI’s block (as at 29 March) = PLN 24.6m

                I&B System / Media Service
I&B System / Media Service

The Shareholders Meeting of I&B System unanimously
adopted a resolution to issue 61 million R series shares
at PLN 0.98 per share, in exchange for 100% of the
shares in Media Service. The management boards of
both companies are working on an integrated strategy
that was provisionally established before the takeover
process. It has been agreed that the main lines of
business will be GPS technology and integration and
consulting services. The company will also offer
management support systems and solutions for
intelligent buildings.

Media Service has been operating on the GPS
technology market forthree years. The Company has
introduced navigation devices underits own brand,
SmartGPS,      sales     of     which     will     reach
approximately70,000 units in 2008. The Company has
also begun to build itsown distribution and retail outlet
network, and has signed an agreement to set up outlets
in 25 Makro Cash and Carry stores.

Block held by BBI Capital NFI:
11.36% (14,200,987 shares)
              NFI Magna Polonia SA
NFI Magna Polonia SA
                                                            Shareholding Structure
The Company is terminating its operations as a
National Investment Fund. It was purchased as an
investment vehicle for subsequent portfolio
investments of BBI Capital NFI.

Block held by BBI Capital NFI
A total of 26.61% (3,417,171 shares)                                                   40,4%
                                                               BBI Capital NFI
                                                               Shares owned by the company
              IZNS SA
Iławskie Zakłady Napraw Samochodów:

Three areas of business operations:
1. Vehicle repairs as well as repairs of truck and bus
   engines, including major overhauls of combustion
2. Production of spare parts for trucks, buses and
   agricultural machines,
3. Production of vehicle registration plates.

IZNS SA was transformed into a joint stock company in 1994.
It possesses an ISO 9002:1994 compliant Quality Assurance
System and operates in accordance with ISO 9001:2000 and
ISO/TS 16949:2002 requirements.

BBI Capital NFI’s Portfolio
      development capital projects
               Tell SA
Tell S.A.

A network of 280 GSM phone outlets operating under the
Orange, Plus GSM, Play, Era GSM brands. Tell S.A. is the
                                                                                        Sales      Net profit
largest sales outlet chain in Poland offering different mobile     300 000
                                                                                                                244 493
phones and network services. Tell’s operations focus on            250 000
                                                                                                  182 908
selling telephones and the telcommunications services of the       200 000

different network to individual clients and institutions. Tell’s   150 000             127 709
                                                                             98 721
offer also includes mobile phone accessories.                      100 000

                                                                    50 000
                                                                               1 432      3 359      5 001           7 538
The Company is listed on the Warsaw Stock Exchange.                      0

Block held by BBI Capital NFI (as at 28 March 2008): 23.02%                   2004       2005       2006          2007

of the share capital, 33.13% of the votes at the Shareholders

Market value of the block (as at 28 March 2008) = PLN 24.7m
Raifeissen recommendation (February 2008):
“buy up to PLN 126”

              Orzeł Biały SA
Orzeł Biały S.A. (Bytom) recycles used lead-acid batteries.
The main product of recycling is antimonial lead.
The Company also reclaims polypropylene from battery
cases and sulphuric acid from the electrolyte.
The polypropylene separated from the other components
is processed into fully usable granulate.

Purchase price of 25,500 shares at PLN 162 = PLN 4.17m
(after the split: 204,000 shares)
Block held by BBI Capital NFI (28.03.2008): PLN 4.35m
                                                                                  Sales              Net profit
                                                              300 000                                         284 948

                                                              250 000

                                                              200 000

                                                              150 000                              124 943
                                                                                    117 249
                                                                        96 914
                                                              100 000

                                                                                                     35 521     39 274
                                                               50 000
                                                                          6 773           12 538
                                                                         2004             2005       2006      2007
              Hardex SA

(previously Zakłady Płyt Pilśniowych S.A.) in Krosno
Odrzańskie. The largest manufacturer of hardboard
in Poland. Two lines with a capacity of up to 80,000
tonnes of hardboard per year. The Company’s core
activity is the production of wet-formed hardboard:
regular and varnished, mono-colour and wood
structure. Domestic sales amount to approximately
50% of overall sales and are mainly directed
at woodwork and furniture manufacturers.

Block held by BBI Capital NFI
60%, 620,271 shares (for PLN 14.51m)
Stock market debut: 3 April 2008 (per PLN 99)                                          21
               Kopa Haus SA
Kopa Haus SA

Since 2004, Kopa Haus has been building frame
construction houses in the turn-key system for three large
developers in Poland, the Netherlands, Sweden and the UK.
In Poland, the market for prefabricate houses is still
a novelty, but frame construction is very popular
in Scandinavian countries, which has allowed the Company
to successfully enter the Dutch, Swedish and British
markets. A single order may be for up to 250 homes.

The buyer of the block of B series shares was Roompot
(the ABN Amro Group), which plans to enter the Polish
market on that basis.

Pre-IPO investment
Block held by BBI Capital NFI:
13.01% (for PLN 10,050,000)
IPO expected: 2008
               Awbud Concrete Bricks
AWBUD Concrete Bricks is now one of the leading
manufacturers of block and concrete trim elements in southern
Poland. Its offering also includes technical consulting, design
services, transport and logistics services, and services involving
the installation of the products it sells.

The Company sells more than 1,000,000 m2 of blocks per
annum. It has its own laboratory, which systematically tests the
finished products and all the raw materials used to manufacture
them. The products manufactured meet all the requirements of
Polish and European standards. The Company has implemented
a Quality Assurance System compliant with the ISO 9001:2000
standard and an SAP management system.

Block held by BBI Capital NFI
Awbud Concrete Bircks: 19.23% of shares (for PLN 6m)
IPO expected: 2008
                  Awbud Construction
AWBUD Construction is an industrial and general construction

It executes construction projects as a general contractor or on
a turn-key basis, specialising in reinforced concrete work,
turn-key construction of production halls and warehouse and
retail spaces, and general contracting in projects for the
pharmaceutical and environmental protection sectors, as well
as public utility buildings (swimming pools, gyms).

AWBUD Construction has 17 years of experience and has
completed more than 400 general and industrial construction
contracts. With a workforce numbering approximately 200,
the Company is managed according to the EN ISO 9001:2000
standard using an SAP management system.

Block held by BBI Capital NFI:
Awbud Construction: 19.23% of the shares (at PLN 6m)
                Geoclima Sp. z o.o

Geoclima began operating in December 1997,
initially as a privately-owned company and later as
a limited liability company. Initially, its core business
was the manufacture of air-conditioning, ventilation
and industrial refrigeration systems. Having
concluded distribution agreements, the Company
is now shifting its main focus to the sale and
distribution of refrigeration, air-conditioning, and
heating and ventilation equipment, as well
as support services.

Block held by BBI Capital NFI:
28.8% of the equity (for PLN 6.97m)
              Dominium SA
Dominium S.A.

Dominium began operating in 1993, from its first
premises at ul. Złota in Warsaw. Now, in 2008, it has
a chain of 52 Pizza Dominium restaurants all over
Poland, as well as one in Romania (and two further
restaurants in Ireland and Ukraine), which form the
largest catering chain based on Polish capital.
The Company is in the process of creating a new
strategy leading up to an IPO.

Block held by BBI Capital NFI:
12.5% of the equity (for PLN 5m), since 4 April 2008
              Duda-Bis Sp. z o.o.
Duda-Bis Sp. z o.o.

One of the largest meat processors in Poland
(unrelated to PKM Duda). The Company owns a
modern slaughterhouse in Jędrzejów, a meat
processing plant, a distribution centre in Poznań, and
a chain of own and franchise stores. It has stable
annual sales of around PLN 500m.
The Company plans to enter the Warsaw Stock
Exchange in 2009 through the intermediary of DM

Block held by BBI Capital NFI:
A total of 19.05% of the shares for PLN 20m
BBI Capital NFI’s portfolio
        early stage projects
               Cartridge World CEE Sp. z o.o.
Cartridge World Sp. z o.o.

Cartridge World was founded in Australia in 1997. It is
the world leader in the regeneration of cartridges for
ink-jet and laser printers. It has over 1,550 stores in 42
countries. In Poland, since October 2007, Cartridge
World (CEE) Sp. z o.o. has been the Main Franchisee
for Poland, Czech Republic, Ukraine, Slovakia, Hungary
and Belarus. There are plans to open stores in most
Polish cities with a population of over 100,000. The
stores will be both franchise operations and under
direct ownership by the Company.

Block held by BBI Capital NFI: 70% (for PLN 2.62m)

               Mobilna Telefonia Internetowa
Mobilna Telefonia Internetowa S.A.

The first VOIP operator in Poland offering free/inexpensive
mobile telephone services based on UMTS, 3G and WiFi
broadband internet access, using smart phones. The first such
implementation in Europe, in partnership with Cicero Networks
and NetGear, and the first solution allowing free roaming
between GSM (3G) and WiFi networks. Start-up investment -
capital provision at an early stage, combined with consulting
and advice in developing the company.

Other main shareholders:
the founders and creators of the project

Pre-IPO investment:
Block held by BBI Capital NFI:
70% (for PLN 2.52m)
               Cafe News

Cafe News Sp. z o.o.

The first news aggregator in Poland. This is a free programme that
groups the best sources of information and allows their
management. It represents a new quality in access to breaking news.
Cafe News has an Internet monitoring function that allows for
individual definition of keywords and buzzwords.

Block held by BBI Capital NFI: 35% for PLN 2m

Start-up type investment – early-stage capital entry together with
advisory services and help in developing the company.
Other main shareholders: four natural persons
(the founders and creators of the project).

The Company is in the process of entering NewConnect.
It plans to obtain PLN 3-5m
              Kansas Semiconductors
Kansas Semiconductors

A technological investment. Out of the capital earned, the
Company commenced the construction in the USA of a high-
pressure reactor for producing aluminum nitride on an industrial

Aluminum nitride is used in optoelectronics and applied
electronics (the new generation of UV lasers). This means it can
be used in lighting systems, mass memories,
telecommunications and imaging (the latest LCD screens).

Block held by BBI Capital NFI:
42% of the equity (for USD 0.5m )

               Aton HT SA
Aton HT S.A.

ATON HT S.A. has been in business since August 2005. It was
founded in order to implement MTT technology on an industrial
scale in the field of utilising hazardous waste.

MTT – Microwave Thermal Treatment – of which ATON HT is the
legal owner, is an innovation in waste utilisation. A testing
facility for carrying out tests on the utilisation of asbestos is to
be built on the basis of MTT technology.

The Company debuted on NewConnect on 29 February 2008,
at PLN 3.50 per share.

Terms of the transaction:
Purchase: 500,000 shares on 3 January 2008
at PLN 1 = PLN 0.5m
Effects of Exiting Investments

              PEPEES SA
The PEPEES S.A. capital group consists of:
- Przedsiębiorstwo Przemysłu Spożywczego PEPEES S.A.,
- Zakłady Przemysłu Ziemniaczanego LUBLIN Sp. z o.o.

- PEPEES S.A. is leader in the manufacture of potato starch, with a
  25% share of the Polish market.
- ZPZ Lublin specialises in the manufacture of potato granules
  and starch syrups.

- In early 2007, the Łomża brewery was sold to FAXE for PLN

- A call to repurchase the company’s own shares for the purpose
  of redemption, for a price of PLN 2.70 vs. the market price of
  PLN 1.80, ended on 20 November.

 Terms of the transaction:
 Purchase: 4.3%, 40,000 shares (for PLN 4m)
 Exit: via the market, at an average PLN 207 (PLN 8.33m),
 ROE: 107% (PLN 4.31m)
               ZEG SA

 Zakład Elektroniki Górniczej "ZEG" S.A., listed on the
Warsaw Stock Exchange, is a reputable producer of
industrial automation equipment, measurement and
inspection instrumentation, and signalling and
communications apparatus, built to withstand explosions
and intended for industry and mining applications.

Terms of the transaction:
Purchase: 65%, 749,433 shares at PLN 30 (PLN 22.483m).
Sale (to Kopex): at PLN 44 (PLN 32.977m).

ROE: 46% over a four-month period
132% over a year
              PPH BOMI SA


Owner of a network of eighteen supermarkets operating in
seven Polish cities.

BBI Capital NFI is one of the financial investors introduced prior
to the public offer that is being organised by IDM SA

Terms of the transaction:
Purchase of 683,000 shares at PLN 6.5 = PLN 4.5m
Exit: (at PLN 27) = PLN 18.441m,

ROE: 410% over seven months                                                          * Approximate data

         2008 – building the Fund’s value

 Implementation of a management incentive system,
 Commercialisation of projects in the pipeline,
 Stable and long-term growth in the value of the Fund,
 Taking a leading position on the active capital investment market,
 Issue of shares in December 2007:
     4.24m shares at PLN 7.20 for a total of PLN 30.5m (Unicredit),
     New Supervisory Board member: Jan Modrzejewski (Unicredit),
 Open bond issue programme up to a maximum of PLN 100m.

          Strategic development directions

BBI Capital NFI SA means:
 A combination of an active VC/PE investor and an experienced
 Actively seeking new investment projects and new market niches,
 More than six new projects annually,
 Maximising the ROI is the chief consideration in project selection,
 ROE no less than 30% p.a.,
 Ensuring an appropriate level of security.

            BBI Seed Fund

 BBI Seed Fund is a venture capital fund specialising in investments
   in start-up companies developing technological projects,

 BBI Seed Fund started its operations in December 2007, having obtained
   financial support from Krajowy Fundusz Kapitałowy (a joint stock
   company established by Bank Gospodarstwa Krajowego for the purpose
   of distributing EU Structural Fund money intended to support venture
   capital funds),

 Fund capitalisation PLN 60m, including a 50% share of BBI Capital NFI SA
   (a private investor) and a 50% share of KFK (Krajowy Fundusz Kapitałowy
   – a public investor),

 Guaranteed protection for BBI Capital NFI SA as a private investor by way
   of a priority right for withdrawing funds from closed fund investments.

             BBI Capital NFI S.A.

BBI Capital NFI SA
Warsaw Corporate Center
ul. E. Plater 28
00-688 Warszawa
tel. +48 22 630 33 99
fax. +48 22 630 33 70

Marcin Mizgalski
PR Manager
tel. +48 609 84 84 84
skype: marcin_mizgalski


To top