Mynamar Investment

8/13/2019 Mynamar Investment

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MYANMAR INVESTMENTS INTERNATIONAL LIMITEDAN ACTIVE MYANMAR FOCUSED INVESTING COMPANY

PROPOSED LISTING ON AIM

AUNG HTUN MANAGING DIRECTORMIKE DEAN FINANCE DIRECTOR

June 2013


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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 inAsia. They closed off in 1962, and now it's the poorest country in Asia. I see enormous opportunities there because they're n

opening up. It's like when China opened up in 1978. There were unbelievable opportunities going forward. The same is true

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 everyeffort 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


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Executive Summary

Why Myanmar ?

o Strategically located between China, India and Thailand

o Resource rich (oil, natural gas, water for hydro power, minerals, arable land, tourist sites, long coast line)

o Poor infrastructure (telecom, electricity, transportation)

o Large population (with less access to consumer goods available elsewhere in Asia)

o Underdeveloped financial industry

o Limited export industries

Why now ?

o Recent political changes have led to:

EU, Australia, Norway and Canada revoking most sanctions and the US reducing them

A surge in foreign investment and trading interest

o Numerous investment opportunities as Myanmar seeks to upgrade its infrastructure, boost capacity to

domestic demand and export opportunities, tap into Asiastourism boom

o However, the Directors believe that experience of Asian business culture, investing practices and fro

economies is essential


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Executive Summary

Why MIL Management

o A wide ranging network of contacts in Myanmar

o Hands on experience in managing and building businesses

o Experience in investing in, managing and exiting companies in Southeast Asia especially in the emerging economies

o 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 equitystyle holdings and, over time, fee gener

capabilities

o The Directors believe MIL will be the first Myanmar focused investment vehicle admitted to the London Stock Exchan

An AIM quotation will provide pricing, transparency, visibility and in due course liquidity

o Deliberately starting small and will raise capital as opportunities are identified

o Unlike private equity funds there is no fixed commitment amount or fixed investment timeframe; the Company inten

carry out subsequent rounds of fundraising to increase exposure

o Seeking to raise US$5-10 million on IPO (indications of commitments in excess of US$5m from experienced

investors)


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Directors and Advisers

Board

o William Knight, Chairman

Chairman China Chaintek Plc, Abingworth Bio Ventures II, JP Morgan Chinese Investment Trust Plc; Director Fidelity A

Values Trust, Ceylon Guardian Investment Trust. Formerly head of Far East merchant banking of Lloyds Bank Group

o Aung Htun, Managing DirectorExecutive Chairman of Thai Strategic Capital Management; Director KT ZMICO Securities Ltd, Draco PCB Plc, Wuttisa

Clinic Inter Group Ltd, Nam Seng Insurance Plc. Founder and formerly CEO Seamico Securities Plc

o Mike Dean, Finance Director

Independent Director Petra Food. Formerly CFO Epic Shipping Group; Head of Corporate Finance and Co-Head of Priv

Equity CLSA; and PPMV (Prudential PlcsAsian private equity group). FCA, qualified with Arthur Andersen

o

Craig Martin, Independent DirectorManaging Partner CapAsia. Formerly Investment Director, Prudential PlcsVietnam private equity business; and

Standard Chartered Private Equity group. Has worked and lived in Cambodia and Vietnam

o 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 Broker: Allenby Capital

Solicitors to MIL: Reed Smith (UK & Singapore) Solicitors to MIL: DFDL (Myanmar)

Auditor: BDO


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Myanmar Investments International Limited

British Virgin Islands (BVI) incorporated holding companyo 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 InvestingCompany

Raising a minimum of US$5 million through a Placing of between 5 - 10 million ordinary shares at US$ 1.05 / ordinary shareo 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

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 ca

quickly as the deal flow materialises

18 months after IPO if a substantial portion of MILsfunds have not been invested then shareholders will have the optio

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


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Investment Strategy

Over the long term MILsprimary objective is capital appreciation through investments in a diversified portfolio of compa

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 gro

moderates

o Financial Investments

Privateequity styleinvestments 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 see

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 reg

dividend payments as well as cash distributions from the sale of investments


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Deal Flow

Management will source investment opportunities primarily from its network but will also maintain relationships

intermediaries both in Myanmar as well as in other countries in the Southeast Asia region

Opportunities are expected from:

o Established local companies seeking expansion capital to cope with increased demands

o Local entrepreneurs taking advantage of new opportunities

o 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

intermediary communities are well established and knowledgeable, in Myanmar most intermediary and advisory firms

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 Financial services

o Education services

o Telecommunications

o Offshore supply services


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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 2ndand 5thanniversary at US$0.75

Both the Ordinary Shares and the Warrants will be traded on AIM

Co-investment

o At the Directors discretion Cornerstone Investors are entitled to co-invest with MIL on normal commercial terms

o Only for first 3 years

Management incentive

o Share Option Scheme equal to 10% of the fully diluted capital will be issued to Management.

o Options are unlisted, have a vesting period over 3 years and exercisable at a 10% premium to the IPO price.

o For each subsequent MIL share issue additional, pro rata, options will be issued at the same 10% exercise price premium, vest

period and exercise dates

o 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 Board will be investing in the IPO

o Executive management will defer half of their remuneration until the time that the IPO funds are substantially invested

o 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 waived1


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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 fin

development of companies and projects in developing economies. He arrived in Asia in 1971 and between 1979 and 1982 he was head of the Fa

merchant banking activities of Lloyds Bank Group based in Hong Kong but active throughout Asia, notably in India, Indonesia, Korea, Sri Lanka, Ta

and Thailand. Between 1987 and 1991, whilst still at Lloyds, William specialised in arranging emerging market investment funds and establish

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-oindependent advisory company, his principal activities have been the development of financial services for economies in transition or

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 Tru

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 experien

starting, building and managing companies, as well as 30 years of fund raising and corporate finance experience. With a decade in private equity Au

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 fou

and was CEO of Seamico Securities Plc, a diversified corporate finance, fund management and stock broking company which he built up from scratch

took public on the Stock Exchange of Thailand in 1995. Seamico diversified out of Thailand through acquisitions of securities firms in London, Hong

and Mumbai.

In 1999 Aung founded Thai Strategic Capital Management, a Bangkok based private equity fund manager where he led investments into B-Quik

Modern Asia Environmental Holdings, and is currently managing Thai Strategic Partners II LP and TS Wutti Limited (an SPV that has co-invested with

in Thailandslargest 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, cichain, 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 G

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 & Ve

Capital Association (which he co-founded in 1989).

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Mike Dean, 52, Finance Director. Mikehas over 20 years of experience in the financial industry in investment banking, private equity and accountin

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 tim

spearheaded the groupsexpansion into investment banking in China, India and ASEAN. He also co-led CLSAsdiversification into private equity. In

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

fund of funds business. In 2003 he conceived and developed Prudentials investment management business for Vietnam and, despite the closuPPMV Asia, remained on the investment committee for PrudentialsVietnam 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 busine

well as the structuring and execution of the groupsequity 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 worki

Arthur Andersen & Co, in London before moving to Hong Kong in 1985. He graduated from Bradford University, England with a Business Studies ho

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-exe

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 mark

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 year

Singapore (8 years), building businesses in Myanmar, Thailand, Cambodia, Vietnam and Laos and investing in many sectors. His experience c

telecoms, agribusiness, building materials, education, media, retail, real estate, manufacturing, finance, logistics, transportation and infrastructure.

has a Masters of Engineering from the University of York, UK, an MBA with Distinction from INSEAD and is a member of the Singapore Institu

Directors.

From 1993 to 2000 Craig ran a consulting and advisory business in the Mekong region, advising multinationals on market entry, M&A and g

strategies in Cambodia, Vietnam, Laos and Myanmar. From 2001 to 2005 Craig was a founding member of the Standard Chartered Private E

business, investing in India and Southeast Asia. From 2005 to 2010 Craig was an investment director and subsequently head of private equitPrudential 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$

growth capital investment to build-out of Vietnamsfirst multiplex cinema chain. Since 2010 Craig has been a Managing Partner for CapAsia, an em

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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Chris Appleton, 52 Independent Non Executive Director. Chris has 30 years of experience in finance covering banking, equity analysis, sales

management, funds management and private banking. Educated at Oxford and with post graduate studies at Tokyo University, Chris has lived i

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 tran

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 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 w

responsible for capital markets and advisory. During this period he established the Tokyo office to complement the Asian business run out of Hong K

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

Asian long bias equity fund process that was given third party asset management licences in 2008. Between 2010 and 2011 Chris was He

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 an

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 b

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 A

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 Myan

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 consider

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, cop

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 p

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

borders India, Bangladesh, China, Laos and Thailand with a 1,930 km coa

on the Andaman Sea

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th

largest country in the world by landmass with 676,577 sq.km. It largest mainland country in Southeast Asia

Strategically placed between India, China and Thailand

24thmost populous country in the world with population of 48 to 60 millio

estimated 4.2 million live in Yangon and 1 million in Mandalay). However,

a population density of only between 71 and 88 people per sq.km., one o

lowest in Southeast Asia

With a new capital Nay Pyi Taw, Myanmar has a total of 14 regions and swith 135 distinct ethnic groups. The three largest being Burmans (68%),

(9%) and Karen (7%)

89% of the population are Buddhists

A member of WTO and ASEAN

Myanmarsnominal GDP in 2011 was US$ 51 billion (around 1/7thof Thaila

GDP per capita in 2011 of US$ 824 (Thailand US$ 5,395)

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Economy

In the 1960s Myanmar was one of Asiasleading economies. Its per capita income in 1960 at US$ 670 was more than three times Indones

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

to external sanctions), limited integration with global markets, dominance of state-owned enterprises and frequent periods of macroeco

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 re

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.

Myanmarsexchange 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 balance its foreign relations, trade and investment partnerships and reduce its dependence on China

o reduce poverty

o modernise its industries

Significant changes have taken place including:

o Release of political prisoners

o Aung San Suu Kyi has taken a seat in parliament, travels internationally and in December 2012 was appointed to chair a high level comm

to investigate the dispute / clashes at a Chinese operated copper mine

o Ceasefire agreements signed with the Karen and Mon but tentative negotiations with the Kachin have broken down and hostility has re

o Recent sectarian violence in Rakhine State underscores the fragility of the achievements

o Freedom to demonstrate and strike have been restored

o Press censorship has been substantially reduced. A leading dissident newspaper has returned to open an office

o An independent Human Rights Commission establishedo 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 Myanmar will Chair ASEAN for 2014 and host the 2013 Southeast Asian Games

o EU has removed sanctions as has Norway, Australia and Canada

o US has suspended some sanctions

o Visits from Barack Obama (the first time by a US President in over 50 years), David Cameron, Ban Ki Moon and others

o President Thein Sein visited President Obama in May 2013

o US has restored full diplomatic relations and the EU and World Bank have opened an office in Yangono Japan is reported to have written off debt of US$3.4 billion from Myanmar and is negotiating a bilateral trade and investment agreeme

o 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 domestica

and for export

Sectors that are expected to benefit from Myanmars projected growth include:

o Construction and construction materials

o Financial services

o Retail

o Telecoms

o Travel and Tourism

o Resourceso Manufacturing

o Transportation and logistics

o Education services

o Healthcare

Sensible investing should allow Myanmar to leapfrog the technology and process curves to more quickly narrow the gap wi

other Asian/Emerging economies

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Myanmar compared to its neighbours

2000 2010 2000 2010

Mortality rate, infants

(per 1,000 live births)

Life expectancy at birth, total

(years)

Thailand 15.9 11.0 72.5 73.9

Vietnam 26.2 18.1 71.9 74.8

Myanmar 61.5 49.3 61.9 64.7

Air transport, passengers carried

(million)

Mobile cellular subscriptions

(per 100 people)

Thailand 17.4 27.2 4.8 103.8

Vietnam 2.9 14.4 1.0 127.0

Myanmar 0.4 0.3 0.0 1.2

Merchandise exports

(current US$ million)

Education expenditure

(percentage of GNI)

Thailand 69,057 195,314 4.3 4.1

Vietnam 14,483 72,237 2.8 2.8

Myanmar 1,646 8,749 0.3 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 yearscan 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

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

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 Prese

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, em

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) transmitte

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, emplo

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

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 inincluding 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 a

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

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 c

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. Ne

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 MI

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 connect

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 ju

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 obse

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 relevan

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 Pr

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) (

persons within the meaning of Article 12 of the FSMA (Financial Promotions) Order 2005 (FPO); (ii) high net worth companies and u nincorporated associations within the meaning of Article 49 FPO; (iii) certified sophisticated investor

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) qualifie

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

referred to herein as RelevantPersons). 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 Presentatio

available only to persons qualified as set out above and will be engaged in only with such persons. A certifiedsophisticated investorwithin the meaning of Article 50 of the FPO is a person who has a current certificate in writing or other l

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

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

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

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 th

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 SecuritiesAct)as amended, and

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 th

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

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 m

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 s

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

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 th

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

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 calculatsuch 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 Schedul

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 m

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 und

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

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 affo

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.

Mynamar Investment

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