Investment Bank Raising Capital for Emerging Market Companies

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					    Emerging Markets Investment Banking




pital partners
                   New York Johannesburg
                               Contents:

                             3 Introduction to Nova Capital Partners

                             4 A Focus on Leading Companies

                             5 Overview

                             9 Emerging Markets Investment Banking

                            11 Institutional Investors

                            13 Products & Services

                            17 Providing Access to Global Institutional Capital

                            19 Extensive Transaction Experience and Expertise

                            21 Investment Bankers to the World’s Emerging Markets

                            22 Transaction Case Study:

                               Blue Financial Services, Ltd./South Africa

                            23 Transaction Case Study:

                               Intercontinental Bank Plc/Nigeria

                            24 Contact Information


2   Nova Capital Partners
Introduction to Nova Capital Partners



            Nova Capital Partners, LLC is a
            leading emerging markets investment
            bank with offices in New York and
            Johannesburg.

            Our global scale, institutional
            relationship and top-tier investment
            banking professionals are among
            the many reasons that Nova Capital
            is the investment bank of choice for
            growing companies throughout the
            world’s emerging markets.




                                        Nova Capital Partners   3
A Focus on Leading Companies



                            Nova is a global firm with deep experience having led transactions
                            for clients in many growing economies around the world


                            Our professionals have significant investment and operating
                            experience throughout Europe, Africa, Asia and Latin America.


                            By combining sophisticated strategic corporate advisory with
                            access to capital and regional knowledge, Nova Capital Partners
                            can effectively address the diverse needs of our clients in these
                            markets.




4   Nova Capital Partners
Overview



           Nova offers a full range of investment banking products and services
           to privately held and publicly traded companies.


           We are focused on, and committed to, serving large and middle market
           companies and have obtained a strong reputation for client dedication,
           innovative and effective transaction execution and integrity.




                                                                  Nova Capital Partners   5
Overview (continued)




                            Nova Capital Partners’ clients receive access to sophisticated
                            strategic advice and a wide array of capital that historically has only
                            been available to the world’s largest companies. Services include:


                            n Raising Debt and Equity Capital
                            n Mergers & Acquisitions
                            n Strategic Divestitures
                            n Valuations
                            n Management Buyouts
                            n Leveraged Buyouts (LBO’s)
                            n Restructurings and Recapitalizations




6   Nova Capital Partners
                      Emerging Market’s Diversity of Economic Growth
            China
          Vietnam
          Thailand
         Malaysia
        Singapore
       Kazakhstan
            Latvia
          Georgia
         Lithuania
           Ukraine
            Russia
            Serbia
            Turkey
              Peru
        Costa Rica
Dominican Republic
     Venezuela, RB
             Chile
         Colombia
             Brazil
           Mexico
           Jordan
          Morocco
           Tunisia
             Libya
         Maldives
             India
       Bangladesh
          Pakistan
         Sri Lanka
      Sierra Leone
      Mozambique
            Sudan
          Tanzania
           Nigeria
      South Africa
            Kenya
       Madagascar
                      0                 3                   6                   9             12                    15
                          East Asia                             Europe & Central Europe     Latin America & Caribbean
                          Middle East & North Africa            South Asia                  Sub-Saharan Africa
                                                   Average GDP Growth rate 2001-2006
                                                Source: World Bank Development Indicators


                                                                                            Nova Capital Partners   7
Overview (continued)




                            Nova has particular expertise in:
                            n Financial Services (banking, insurance, micro-credit)
                            n Telecommunications
                            n Manufacturing (diversified)
                            n Technology
                            n Energy
                            n Agriculture
                            n Services


                            Nova is highly selective in the engagements we lead which enables us
                            to focus on quality transactions while ensuring senior level attention to
                            each client throughout the assignment and beyond.


                            As a trusted advisor to our clients, Nova fosters long-term relationships
                            by helping them grow, identify and capitalize on opportunities, maximize
                            value and obtain their strategic and financial goals.

8   Nova Capital Partners
Emerging Markets Investment Banking



           Nova has a strong focus on companies in countries which have
           traditionally been underserved by major financial institutions.


           We believe these markets offer significant upside opportunity driven by
           an increasing number of high-quality companies seeking access to U.S.
           and global institutional capital, strategic advice and other services.


           Emerging Markets Leader


           Nova has been providing investment banking services in the worlds
           emerging markets since the firm’s inception. We have a deep network
           of relationships with business executives as well as local and national
           political leaders throughout the continent.


           Track Record of Success


           By combining “best practices” investment banking with our knowledge
           of – and experience in – developing economies, Nova has successfully
           completed a variety of complex debt and equity transactions for our
           clients. We work closely with our clients and prepare them to raise
           capital from U.S. based investors as well as investors throughout
           Europe and the Middle East.




                                                                    Nova Capital Partners   9
                                         Private Capital is increasingly moving into
                                         developing and emerging markets...

                             $300


                              250


                              200


                              150


                              100


                               50


                                  0
                                       2002       2003       2004          2005      2006       2007       2008

                                      Private Capital in US$ billions
                                      Source: IMF World Economic Outlook April 2007, 2007 & 2008
                                               represent IMF estimates




                                          GDP Percentage Increase

                             10%


                              8


                              6


                              4


                              2


                              0
                                      1998    1999   2000    2001    2002     2003   2004    2005   2006   2007*

                                                 Emerging Economies                         Developed Economies
                                       *2007 represents a forescast year
                                       Source: IMF




10   Nova Capital Partners
Institutional Investors



             Our affiliate investors are comprised of leading global insurance
             companies, hedge funds, pension funds and large international private
             equity groups.


             Accordingly, Nova is able to raise capital from highly sophisticated,
             globally minded investors looking to deploy their capital outside the
             United States and elsewhere ... and into leading companies around
             the world.


             Nova has the capacity to raise up to US$500 million in debt or equity
             capital but we also lead transactions between US$25 million and
             US$100 million. Companies seeking access to capital from the United
             States and other countries around the world look to Nova Capital
             Partners.




                                                                    Nova Capital Partners   11
                      “By bringing the talent and experience of the ”bulge-
                        bracket” investment banks to our clients, Nova
                        has created a new level of access to capital for growing

                        companies around the world.”




12   Nova Capital Partners
Products & Services


            Capital Raising and Financing


            With expertise in forming diverse capital structures and a reputation for
            outstanding execution, Nova Capital Partners has become the firm of
            choice for large and middle market companies seeking financing. Nova
            seeks to create an optimal, long-term capital structure that will meet our
            client’s ongoing strategic, operational and financial needs.


            Nova provides access to many forms of capital including:
            n Equity
            n Senior Debt
            n Subordinated Debt
            n Convertible Debt
            n Mezzanine Financing
            n Project Finance


            Common uses of proceeds include:
            n Expansion/Growth
            n Financing acquisitions
            n Refinancing existing debt


            In each client engagement we examine a number of different financing
            alternatives while assessing the applicable structural, cost and timing
            considerations. Nova leverages our strong, global distribution capabilities
            and our diverse group of institutional buyers who have come to
            recognize the high quality transactions that Nova brings to the market.



                                                                   Nova Capital Partners   13
Products & Services (continued)




                             Mergers & Acquisitions


                             Nova provides buy-side and sell-side advisory services to large and
                             middle-market companies whether privately held or publicly traded.


                             We are a full-service group with experience in mergers, acquisitions,
                             divestitures, strategic alternatives, recapitalizations, restructurings,
                             spin-offs, management buyouts, joint ventures, minority investments
                             and defensive assignments.


                             Because we view Mergers and Acquisitions as an important
                             part of a client’s overall growth strategy, we provide firm-wide
                             commitment and senior-level attention across the organization to
                             effect successful transactions.


                             We develop and implement integrated M&A solutions by
                             coordinating and leveraging our execution skills, structuring
                             expertise, comprehensive financing capabilities and insight into
                             capital markets.


                             The firm applies its transaction experience, technical expertise,
                             and extensive industry research throughout the process, including
                             the valuation of potential targets, developing bidding strategies,
                             structuring the offer and executing the transaction.




14   Nova Capital Partners
“Nova undertakes each client engagement with the

 goal of minimizing our clients cost   of capital
 while providing certainty of execution.”




                                                   Nova Capital Partners   15
Products & Services (continued)




                             Strategic Advisory Services


                             Nova Capital Partners excels at assisting companies in unlocking
                             and maximizing their value by providing strategic advice through
                             transformational events such as mergers and acquisitions and
                             complex equity raises.


                             We advise clients through all stages of their development and provide
                             expert guidance in buy-side and sell-side mergers and acquisitions,
                             divestitures and corporate restructurings and project finance.


                             Nova’s senior bankers are highly experienced and advise our clients
                             in critical areas such as company positioning, valuation, investor
                             presentations, deal strategy/negotiation and tactics.


                             Access to potential strategic buyers, financial buyers and investors
                             is provided and managed by Nova. Nova has expertise across
                             several industry groups and helps clients to identify and capitalize
                             on opportunities.




16   Nova Capital Partners
Providing Access to Global Institutional Capital




             The ability to offer strategic advice while seamlessly providing capital
             raising and financing enables Nova to fully address the needs of our
             clients.


             Nova excels at providing leading companies with access to multiple
             forms of U.S. based and global institutional capital.


             Our investors are comprised of globally-minded Insurance Companies,
             Hedge Funds, Pension Funds, and large international Private Equity
             Funds.


             By utilizing our deep relationships with our institutional investors, Nova
             is able to raise capital from sophisticated, globally minded investors
             looking to deploy their capital outside the United States.


             Companies seeking access to capital from the United States and other
             international sources look to Nova Capital Partners.




                                                                     Nova Capital Partners   17
                       “Nova’s ability to leverage its experience throughout the world in

                         order to generate effective results has made it the investment

                         bank of choice for the most complex assignments.”




18   Nova Capital Partners
Extensive Transaction Experience and Expertise



            Bankers at Nova Capital average over 20 years of experience in
            investment banking, private equity, research and buy-side fund raising.


            Nova’s professionals have served at some of the world’s largest
            investment banks and financial institutions such as Morgan Stanley,
            Merrill Lynch, Lehman Brothers and American Capital Strategies.


            Our clients are given a tailored approach and customized solution as our
            bankers expertly manage the transaction process from inception
            to closing.


            Nova Capital provides solutions to growing companies seeking to bring
            world-class investors and capital to their organizations.




                                                                    Nova Capital Partners   19
                                                Nova Capital Partners Investment Banking Clients




           “Nova has clients      around the world including
             the United States, Latin America, Africa, Australia, Asia and

             Central and Eastern Europe.”




20   Nova Capital Partners
Investment Bankers
to the World’s Emerging Markets


            Nova offers our clients the same high quality strategic guidance and
            access to capital that historically has only been available to the world’s
            largest corporations.


            By leveraging Nova’s deep institutional distribution capabilities, we
            provide access to a significant number of global investors looking
            to deploy their capital into leading companies making Nova Capital
            Partners ... the premier Investment Bank to the world’s emerging
            markets.




                                                                    Nova Capital Partners   21
Transaction Case Study:
Blue Financial Services, Ltd. South Africa



The Company                                         firm AIG was a perfect match for Blue and
Blue Financial Services, Ltd. (“Blue”), based in    invested the first US$15 million of equity.
South Africa, is a leading multinational provider   Nova advised Blue through the entire process,
of innovative micro-lending credit solutions to     from the initial deal structuring to negotiating
citizens in South Africa, Botswana, Uganda          the final term sheet. The company, through
and Zambia. Blue’s strategy is to partner           Nova, has since raised over US$80 million in
with corporations to provide their employees        aggregate.
with a wide range of financial services such
as personal and home improvement loans,
mortgages and other products.
                                                                       June 2006

The Mandate
Blue engaged Nova Capital Partners as the
sole lead manager and advisor on raising an                      $80,000,000
                                                                     Convertible
initial US$15 million of equity to fund the                       Preference Shares
expansion of Blue’s product offerings and its                      Sole Arranger
office and branch network in existing markets                Nova Capital Partners, LLC
as well as into new markets including Tanzania                  Investor Consortium
                                                         AIG Global Emerging Market Fund
and Cameroon. This represented a first stage
                                                                       FMO
of financing for Blue.                                                   IFC
                                                                       OPIC

Execution
Nova worked with a select group of
sophisticated global investors that specialized
in the emerging markets and had the capacity
to fund Blue’s expansion goals. Global financial



22   Nova Capital Partners
Transaction Case Study:
Intercontinental Bank Plc. Nigeria



The Company                                       and strategic investors. Nova received
Founded in 1989, Intercontinental Bank            commitments from five leading international
Plc has grown to be one of the largest and        investors including AIG Capital Partners
most successful banks in Nigeria with over        (United States), EMP Africa (United States),
1,000,000 accounts. With 200 branches             Vectis Capital (Greece), Rand Merchant Bank
located throughout Nigeria, Intercontinental’s    (South Africa) and The Al-Rashed Group
business is driven by corporate banking, retail   (Saudi Arabia). Nova advised Intercontinental
and commercial banking, investment banking,       throughout the entire process, from the initial
project finance and trade finance.                deal structuring to negotiating the term sheet
                                                  and the final Subscription Agreement.
The Mandate
Intercontinental desired to increase their
equity capital base and was specifically                             July 2007
focused on obtaining capital from
sophisticated international equity providers
that could add strategic value to their
enterprise. Intercontinental engaged Nova
                                                             $161,000,000
                                                                   Convertible
Capital Partners as the sole lead manager and                   Preference Shares
advisor to raise approximately US$150 million                    Sole Arranger
                                                           Nova Capital Partners, LLC
of preferred equity.
                                                               Investor Consortium
                                                                  Vectis Capital
Execution                                                          EMP Africa
Nova used a balanced and efficient                            AIG Capital Partners
                                                              Rand Merchant Bank
distribution process that focused on a select                   Al Rashed Group
group of sophisticated global private equity




                                                                                 Nova Capital Partners   23
Contact Information



                             New York
                             122 East 42nd Street
                             21st Floor
                             New York, New York 10168
                             1-212-321-7093


                             Johannesburg
                             52 Corlett Drive
                             Wanderers Office Park
                             Illovo, Gauteng 2128
                             +27 82 611 1439




24   Nova Capital Partners

				
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