Era barings 27 p

BARINGS CAPITAL CORPORATION LTD Registered Company Nº 7276820

The Registrar of companies of England and Wales

GREETINGS OF PEACE

THE ERA ARAMEX CAPITAL GROUP,

OTHER WISE KNOWN AS ERA BARINGS CAPITAL GROUP

INTRODUCTION

From the desk of Abdel Dimapunong Capital advisor and Philippine representative [email protected] cp no. 0999-900-6746

_________________________________________________________________________________________________________

Headquarters: 81 Oxford Street, London Philippine Representative: No 3, Marawi Avenue, Maharlika Village, Tagig Global City, Philippines

Philippine Representative: Abdel Dimapunong [email protected]

cp no. 0999-900-6746

THE ISLAMIC BANKING RESEARCH INSTITUTE, INC.

FUND CONVENOR

Professor Abdel Dimapunong [email protected]

The ERA-Aramex fund was organized right after president Noy Aquino delivered his first state

of the nation address on July 2010. There, the president called for a public private partnership

and we responded accordingly by organizing a private fund. The fund was organized as the

President Noy Aquino III private development assistance fund. Immediately we informed the

president about this development assistance fund by submitting a formal letter that was

accompanied by some pertinent documents that would establish proof of funds.

Private funds in the amount of 10 billion Eurodollars was initially placed by ERA Investment HK

limited and the ERA Global Securities of Spain with the Islamic banking institute as the fund

convenor.

In a short time, other capitalists came in to join the funder’s consortium indicating renewed

investors confidence in the Philippines with its brand new government. Notable among the new

entries is the renowned Barings capital of London. The name of the fund transformed into many

variations for some reasons; when Barings capital came in to join, the fund became to be known

as ERA - Barings fund. Then the Aramex Investments of Hong Kong came in to join the group and

the Fund came to be known as ERA-Aramex Funds. The ERA-Aramex Funds is represented in the

Philippines exclusively by Prof. Abdel Dimapunong, president of the fund convenor

For independent advice on your projects requiring equity release, venture capital, secured loans,

or large-scale money management, contact Professor Abdel Dimapunong only by email. Contact

me only if you are seeking large sums of money, usually involving equity investments huge

money lending. Our financiers are handling high-rise projects as in the Burj of Dubai, as in

nuclear power plants, expansive oil refineries, large-scale investing, bullet trains and extensive

railway transport system

THE ERA-ARAMEX 10 BILLION EURODOLLAR FUND

The president Noy Aquino private assistance fund, now simply known as the ERA-Aramex fund is

a volunteering civic financial engagement for nation and government. it is a civilian volunteering

assistance for good governance sans corruption as president Noy Aquino iii said time and again”

”walang Mahirap kung walang kurakot” [there is no poverty where there is no corruption’].

there is no corruption in the implementation of the Aramex fund because all financial

considerations are based on existing laws in the Philippines without violations of the provisions

of the anti corrupt practices act.

Our Private Assistance Fund is a manifestation of the famous statement of US President John F

Kennedy when he said, “Ask not what your government can do for you but ask what you can do

for your country”.

Doing what civilians are able to do well for the government is also a manifest indication of

democracy in action in the concept of another US famous President Abraham Lincoln who

defines democracy as a government of the people, by the people and for the people.

On current events in the Philippines, President Benigno Aquino III has this to say about his

leadership as the president in his relation to the people: “kayo ang boss ko” [you, referring to

the people, are my boss] this statement from the president has been viewed by many on many

angles. Some consider it as an outright joke. Others view the statement as a humorous remark

that was intended to provoke laughter. Perhaps the president was speaking humorously. Yet

perhaps he was teasing. And perhaps he was in playful vexation. But in our view we took it as

an expression of thanks to the people who voted for him. The president was being grateful to

those who supported him while he was a candidate. And now as a president he could, in this

same vein appreciate the things that will support his administration. That made me move to

organize the President Noy Aquino Private Assistance Fund in support of the new Administration

of His Excellency with the principal philosophy of PUBLIC PRIVATE PARTNERSHIP as he calls it or

what is internationally known as PPP

"Things are looking bright for the county," said Executive Secretary Paquito Ochoa Jr. in a press

statement following the signing of the Exec Order. "This executive order, he said is just the first

of many steps this administration will take to provide our people with the infrastructure they

need, the infrastructure required to make our country more attractive to investors," he added.

10 BILLION EURODOLLAR

PRIVATE ASSISTANCE FUND

FOR THE NEW GOVERNMENT OF

H.E. PRESIDENT BENIGNO AQUINO III

THE FUNDERS GROUP:

ERA INVESTMENT HK LIMITED

ERA GLOBAL SECURITIES (SPAIN) S.L.

BARINGS CAPITAL, LONDON

AND NOW ARAMEX HK INVESTMENT LIMITED

Let me introduce a new participant/ contributor to our Private Fund who just joined this first

day of September 1, 2010, who pledged to increase the Fund.

ARAMEX Investments Ltd. (“AIL”) and its associated international investment group and

investing partners such as the ERA Group and/ or any of its affiliates are equity participating (=

to or > 50%) project financiers specializing in commodities related market industries with

particular emphasis on emerging markets and the energy sector.

AIL, like our original funders, seeks financing applications from start-up and/or existing project

developers or established small enterprises seeking to enlarge their project and production

base. Strategic assets underlying any project of interest must have a current marketable position

in any jurisdiction which permits equity and capital repatriation and those assets have an

applicable assessment /valuation/appraisal, specifically attesting to the value of such assets tenders for the project realization. Notably such appraisal must be capable to verification under

due diligence, registrable with any supervising government agency or department and

“available” for the render of any financier assignment, charge or encumbrance which may be

necessary to secure project finance. Any corporation or individual may qualify for project

financing applications from suitable projects (start-up or existing) requiring investments of US

$10 Million to US $500 Million meeting our lending criteria as discussed in the Aramex lending

protocol

The Aramex lending protocol is available upon request; contact me exclusively by email only.

The Aramex lending protocol is available to any corporation or individual that has been invited

or recommended for project financing after a diligent investment review by the exclusive

financial intermediary.

THE OTHER FUND CONTRIBUTORS

there are many more highly net worth individuals who also volunteer to join the president Noy

Aquino iii private assistance fund, [now simply Aramex fund]. They contribute to this private

fund by contributing bank guarantees and financial securities. By the process of Swiss banking,

the result is more strengthened established credit lines with top rated European banks including

the top two major banks: the credit Suisse and the union bank of Switzerland, Geneva, and bank

of china, Geneva. And duetche bank, Zurich. Their names however do not have to be printed in

bold in respect to their privacy and of the tradional bank secrecy laws in our financial

environment. In Switzerland, the country’s tradition of bank secrecy dates back to the middle

ages. In most countries where we source most of our funding, it is prohibited to divulge

information about bank depositors and holders of financial instruments. And we follow the

provisions of the Swiss law and other traditions of secrecy. in like manner the Philippines also

has a law on the secrecy of deposits and though overshadowed by the enactment of the anti

money laundering law the secrecy remains a cultural business practice in banking and finance.

Toward this end, it is a fundamental part of our protocol that we hold confidential all

information relating to our transactions. During negotiations to arrive at a binding final

definitive agreement and while information is being exchange between the parties through the

intermediary, we consider the following as present binding agreements:

.

The Parties agree to be bound as follows:

(a) All confidential financial or business information and trade secrets (except publicly

available or freely usable material otherwise obtained from another source) respecting

any Party (“Confidential Information”) shall be used solely by the other Party in

connection with the Proposed Transaction, shall be revealed only to the owners,

directors, managers, officers, employees, contractors, and agents of such other Party

who are necessary to the conduct of such transaction, and shall be otherwise held in

strict confidence and treated with due care.

(b) Upon the earlier of the closing date or the termination of discussions and negotiations

by any party, all such confidential information shall be returned immediately upon

demand to the other party. The provisions of this paragraph shall survive the

termination of any issued letter of interest to invest directly from the funder [the

funders’ letter], unless superseded by a more formal agreement in conjunction with

the proposed transaction. The identity of investor and its principals, affiliates

intermediaries and/or agents shall be deemed confidential and shall not be disclosed

except as may be required by law.

(C) In order to arrive at a final binding agreement, the investor funder shall be entitled to

due diligence and to make a full investigation of the business. The parties shall cooperate in

good faith, and in a timely fashion, to facilitate this due diligence investigation.

(d) For the comfort of the project proponent and in order to be assured of the availability of

funds, a request in writing maybe made verifying the authority of the intermediary and the

financial capability of the funder. If requested in writing, the Aramex fund headquarters in Hong

Kong will issue said comfort letter, confirming the authority of the intermediary and the

investor-funder will provide bank capability letter [the funders; letter stating the funder’s

capability to close the transaction, which information shall also remain confidential pursuant

to the remaining terms of negotiation.

(e) except as otherwise mutually agreed by the parties in writing, each party shall bear its

own legal, accounting, and other fees and expenses incurred in connection with any proposed

transactions and all that relates to the negotiation, the funders letter of interest to invest, the

due diligence performed pursuant to it, whether or not an agreement is executed.

(f) The letter of interest to invest directly from the funder shall be an expression of

interest only and the statements of intent or understanding contained therein shall not

be deemed to constitute any offer, acceptance, or legally binding contract, and such

statements do not create any rights or obligations for or on the part of any party.

(g) The funders’ letter represents the entire understanding of the parties as of the date

of its execution, and supersedes and replaces all prior agreements, written or oral.

Any dispute concerning the funders’ letter or the proposed sale shall be settled by and

interpreted in accordance with the international arbitration association.

Definitive Agreement.

All of the terms and conditions concerning any Proposed Project shall be finally stated in a

DEFINITIVE AGREEMENT and other appropriate documents necessary or desirable to carry

out such Agreement, which shall be subject to the good faith negotiation and approval of

the Parties, and which shall, unless otherwise mutually agreed, contain the terms described

in THE FUNDERS LETTER, which terms may be more definitive and detailed than they appear

in the FUNDERS LETTER, as well as such other terms, covenants, representations,

warranties, and conditions

OUR FUNDERS are known as “private banks” otherwise known as investment bankers, or

sometimes known as merchant bankers.

EMAIL ME FOR MORE INFO AT [email protected]



GREETINGS OF PEACE

WELCOME TO THE PHILIPPINE REPRESENTATIVE OF BARINGS CAPITAL CORPORATION LTD

From the desk of Abdel Dimapunong Capital advisor and Philippine representative [email protected] cp no. 0999-900-6746 _________________________________________________________________________________________________________

Headquarters: 81 Oxford Street, London

Philippine Representative: No 3, Marawi Avenue, Maharlika Village, Tagig Global City, Philippines Philippine Representative: Abdel Dimapunong

[email protected] cp no. 0999-900-6746

BARINGS CAPITAL CORPORATION LTD

2011

Safaro International Corporation Limited Group JULY/2011

BARINGS CAPITAL CORPORATION LTD 2011

Page 1

Our History

We are like the mechanism of a watch: "each part is essential in our life."

Together with Mrs. Silvana Neves, I had the pleasure of leading all the studies and the company since its foundation in 2010 as Chairman Of BARINGS CAPITAL CORPORATION LTD, and during that time I have worked with many people whom I am proud to call friends. I also could not imagine a more loyal, appreciative clientele, and a finer group of colleagues to serve their interests. The dramatic success of the founder of the Safaro International

Corporation Limited Group, the Mozambican Ruy Silva, his two sons and wife, lay in their closely synchronised business. Having lived in London gave them the opportunity to set up operations in London as well. They bound themselves by contract to clear, defined objectives and set about creating the fastest and safest consulting services and financial advice. It proved to be a winning formula which soon positioned them as the best informed and an important internationally effective group in the world. When the decision to redeploy the name "Barings" in the market came along, it was quickly embraced by the Silva family to pay tribute to the United Kingdom as a country that hosted the family but also a tribute to Mozambique, the country's founder. Well-positioned at the heart of a growing Asia, BARINGS CAPITAL CORPORATION LTD embraces the dynamism of Asia, and bridges Asian markets for consumers and businesses through our extensive network in the region. As a company that specialises in Asia, we leverage our deep understanding of the region, local culture and insights to serve and build lasting relationships with its clients. We want to make the bridge between Asia and the United Kingdom, Kingdom Of Spain, Africa, Central and South America's and Pacific. Today, the belief in concerted action and shared direction, bringing together offices, companies and associate business partners in the United Kingdom and across the globe, remains at the heart of the Ruy Silva approach. Subscribe a business project idealized and structured by Ruy Silva is gratifying. Participating in the growth of this project will be an honor for me. Mr. KANDEGEDERA ABDUL GAFFOOR MOHAMED ASHROFF CHAIRMAN - BARINGS CAPITAL CORPORATION LTD This is Asia's time . This is Our time. There's a new energy and drive sweeping across Asia . And all of us are part of the pulse in this dynamic new age of growth . BARINGS CAPITAL CORPORATION LTD . Living, Breathing Asia . We are your connection to Asia . We are your connection from Asia to United Kingdom, Kingdom of Spain, Africa, Pacific and Central and South America's .


Page 2

Welcome to Barings Capital Corporation Ltd’s global presentation designed to provide you with general information regarding our history, our profile and the products and services that we offer. I hope that its content will provide you with the information you need. Established in 2010, the Barings Capital Corporation Ltd has evolved from a small finance services company into a largest financial company in Asia and Middle East. Today, the Safaro International Corporation Limited Group has an unmatched and very important

network worldwide, with over 300 partners in 50 countries spanning 5 continents. Our legacy has been to act as an active partner in the socio-economic development of the region; this was derived from the vision that has guided the life and achievements of the Safaro International Corporation Limited’s founder, the Mozambican Ruy Silva . BARINGS CAPITAL CORPORATION LTD provides the full range of financial services across Asia and the Middle East. We are committed to expand our business by leveraging our growing presence in China and Hong Kong to intermediate the increasing trade and investment flows between these markets. Likewise, BARINGS CAPITAL CORPORATION LTD is focused on extending our end-to-end services to facilitate capital within fast-growing countries in Indonesia and India. In 2011, the Safaro International Corporation Limited implemented a business strategy which, has resulted in significant achievements on many fronts. And the group may get an unprecedented financial performance over the next five years. The Safaro International Corporation Limited Group works together as one, and will continue to collaborate as a committed team sharing each other’s successes and achievements. Our visions and goals aligned, we choose each of our activities and take the necessary steps to yield the best results for our clients, shareholders, business partners and employees. With our deep roots, historical and future accomplishments, financial strength, human assets and wide global network, the BARINGS CAPITAL CORPORATION LTD and the Safaro International Corporation Limited Group will continue moving forward towards setting new standards of leadership and becoming an important financial company of the Asian and Middle East World, a vision which we believe in. The first year of our business activity brings the opportunity for the reflection and celebration. Since its founding, Barings Capital Corporation Ltd wants to play a key role in supporting children victims of the violence which make up the life-blood of the future of the world. Supporting the "Help & Hope Foundation . Once again, welcome to BARINGS CAPITAL CORPORATION LTD and we look forward to working together with you in all your endeavors in 2011 and beyond. Silvana Neves Vice-Chairman & CEO – BARINGS CAPITAL CORPORATION LTD Chairman & CEO - Safaro International Corporation Limited Group


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BARINGS CAPITAL CORPORATION LTD is registered Company Nº 7276820



GREETINGS OF PEACE

WELCOME TO THE PHILIPPINE REPRESENTATIVE OF BARINGS CAPITAL CORPORATION LTD

From the desk of Abdel Dimapunong Capital advisor and Philippine representative [email protected] cp no. 0999-900-6746 _________________________________________________________________________________________________________

Headquarters: 81 Oxford Street, London

Philippine Representative: No 3, Marawi Avenue, Maharlika Village, Tagig Global City, Philippines Philippine Representative: Abdel Dimapunong

[email protected] cp no. 0999-900-6746

in Eurodollars

or US Dollars

FOR YOUR CAPITAL NEEDS

Swiss Financing

hello, welcome. Just call me Abdeleven as my passport name is Abdel Aziz Dimapunong

Swiss Financing

In the arab world, my associates call meShiekh Abdul Aziz Dimapunong

At the Mindanao State University where I was core faculty member,my colleagues call me

Professor Abdel Dimapunong

and I am nowin the business

of

Swiss Financing

With Abdel Swiss Financing,

there are no excuses not to meet with us

we need to talk

about your capital needs

those that are not served - or maybe can not be served

by your local banks

we are in every major financial centers.

our funders are awash with capital

floating from oil and gas revenues

you need not sail to Abu Dhabi and Dubai

you need not fly to London and Switzerland

we have done the exploration for you

and we are done excavating

the treasure mines

this we do with

20 years of banking research

Swiss Financing


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H O M E

Our Private and Trust business is distinctive, with a focus on providing independent advice, rather than selling products and services. Typically, private clients come to BARINGS CAPITAL CORPORATION LTD for four main reasons:

1. Strategic Planning. Providing objective guidance is at the heart of our business and

we work with our clients to provide long‐term asset allocations and risk frameworks. 2. Investment Management. The goal of our investment managers is simple: to

generate the strongest possible risk‐adjusted returns for each of their clients, in the most cost‐effective way.

3. Trust and Fiduciary Services. Among professional advisers and consultants, our

international trust and tax lawyers are highly regarded for their expertise in protecting, structuring and managing personal wealth.

4. Financial Services. We offer a complete personalised banking service and a wide

range of credit solutions, including asset‐backed loans. Investment services are not being offered in the United States or to U.S. persons.

S E R V I C E S

INVESTMENT Strategic Planning For many of our clients, our strategic asset planning and advice is the single most important service we provide, often in tandem with the establishment of an appropriate fiduciary structure. This strategic planning is not predicated on BARINGS CAPITAL CORPORATION LTD providing other services. We are adept at formulating long‐term plans with clients and their advisers. These plans articulate their ultimate objectives within a risk framework which is clearly understood. We set expectations for future performance and variability of returns in all asset classes, establish liquidity requirements and clear investment goals. This work is ongoing as client circumstances often change ‐ whether for clients owning and building businesses or for clients who have sold their businesses or inherited wealth. Often, we are asked to provide a second opinion for strategies that are already in place. The Chief Investment Strategist is able to call on BARINGS CAPITAL CORPORATION LTD's Strategic Asset Allocation Team, which is drawn from our main centre ‐ London and São Paulo individuals are mostly responsible for asset class input into the process; a smaller group works with clients to evaluate individual circumstances.


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Investment Management Our investment management services span traditional asset classes as well as alternative asset classes and customised structured transactions. It is important to note that we are not a manufacturer of "product". This gives us the opportunity to independently source or design structures to fit individual needs. We strive to gain the best possible pricing for our clients. While many of our clients retain BARINGS CAPITAL CORPORATION LTD as their sole investment manager, for others we are one of a number of investment advisers. Portfolio management can be delivered by our in‐house investment team. Some clients prefer a directly invested approach, coupled to an active management style with direct access to professional, institutionally‐trained managers. Others prefer the diversification of manager and investment style that a portfolio of third‐party funds brings. We provide customised manager selection, oversight and monitoring. Discretionary Investment Management Many clients are content to leave the management of their portfólios to an investment professional. Typically, the investment manager and the client agree on a long ‐term investment strategy, which will reflect the client's investment objective and risk profile. Although day‐to‐day management of the portfólio is left to the investment manager, most of our clients are in frequent contact. Portfolios are invested directly into the relevant asset classes, or through funds, or a combination of funds and direct investment. Advisory Investment Services Our team of accomplished investment analysts and fund‐research specialists is focused on identifying the optimal investment tools for our clients' investment goals. The global investment policy of BARINGS CAPITAL CORPORATION LTD is determined by a team of experts rich in experience who can also draw on the wealth of resources available within the global BARINGS CAPITAL CORPORATION LTD network. CORPORATE FINANCE BARINGS CAPITAL CORPORATION LTD offers the following services: MERGERS & ACQUISITIONS Company transactions are complex and time-consuming processes which tie up the resources of the company concerned, and which can stretch out over many months. Our M&A services provide assistance and support for our clients, particularly in the lucrative process of increasing and maximising company value. Our M&A Professionals have specific industry expertise and see themselves as an advisory process supporter in a partnership that extends from the initial discussion about strategy until the transaction is concluded. The independence of the Bank ensures exclusive focusing on client interests. The excellent network of partners in trade and industry permits direct access to many of the leading industrial and financial addresses. Take advantage of our international network.


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BARINGS CAPITAL CORPORATION LTD – Advisors on Mergers & Acquisitions

M&A professionals supported from additional industry and capital market specialists and, if necessary, from equity analysts

Discretion and independence as overarching advisory philosophy Comprehensive advice from the strategy development stage through to the conclusion

of the transaction as a success factor of the Bank Particular focus on medium-sized listed companies, larger SMEs, as well as private

equity funds, privatisations and special transactions Many years of comprehensive privatisation expertise

Our services at a glance

Defence mandates Fairness opinions, valuations Buyouts Mergers Cost of capital analyses Feasibility studies Capital structure optimisations Privatisations Reorganisationes Acquisitions Disposals

EQUITY CAPITAL MARKETS BARINGS CAPITAL CORPORATION LTD can provide support with IPOs, capital increases and secondary placements. We also offer hybrid capital issues; advise on all aspects of fund raising; and realise purchase offers, takeover bids and squeeze-outs. BARINGS CAPITAL CORPORATION LTD is a highly professional partner in all phases of its clients’ development thanks to its many years of experience with all capital market issues. We provide innovative, individually tailored products for many different market situations. The advantages of our extensive experience

Partnership-based structures within the Bank and short decision chains Continuity among the people involved and the best advice due to our independence

and objectivity (no conflicts of interest) Maximum commitment and motivation from our professionals to make your

transaction a success Pragmatic and effective cooperation in preparing and implementing capital market

measures Our professionals’ excellent capital market network Ongoing active dialogue with leading international institutional investors, major

private asset managers and high net-worth individuals For us to credibly establish the share and the company on the English-speaking and in

capital markets on a long-term basis – pro-active "stock ownership"– requires a leading role in capital market measures


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Our services at a glance We are committed, experienced specialists with many years of transaction expertise and a wide range of services: EQUITY Initial Public Offering BARINGS CAPITAL CORPORATION LTD is one of the top names among innovative, promising companies, in particular in the alternative energies and environmental technology, retail, TMT, logistics, healthcare (pharma, biotech and medical technic) and real estate growth industries, that intend to finance their expansion through stock market flotation. Our Company is an important investment banking Service Company in English-speaking countries in providing advisory services for companies and their owners, along with successful structuring and execution of initial public offerings (IPOs).

The advantages of our extensive experience Considerable placement power with generation of significant demand Long-term and lasting placement for national and international institutional investors

as well as wealthy private investors, to which other companies have no comparable access

High-grade continuous research as a major marketing tool Partnership leadership and flat hierarchies ensure complete advice, fast decisions and

quick adaptation to market changes. Reliable advice based on the many successful transactions concluded in the equity

issues business Active role on the secondary market

Market flotation phases We are committed, experienced specialists with many years of transaction expertise and a wide range of services. BARINGS CAPITAL CORPORATION LTD offers your company high structural competence and reliable and proven project management in all market flotation phases:

All-round advice and support during the IPO

1.Pre IPO service Structuring the transaction Timing the issue Preparing the issue concept Developing the equity story Valuation Coordination

2. IPO Process Development of the marketing strategy Formation of the banking consortium Research Pursuing the admission to market listing Preparing the sales prospectus Carrying out the pre-marketing Marketing Carrying out the roadshow Carrying out the book buildung Pricing and allocation


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3. Post IPO Support Stabilisation / Market Making Research coverage Active trading: block trades, secondary placements Capital increases / Advice

Capital Increase/ Secondary Placement You would like to use the market listing of your company to finance further growth by means of the option for a capital increase by issuing new shares? Or you would like to sell existing shares (e.g. by means of a secondary placement or block trade)? We can assist you during the selection, the concept and the handling of the most suitable structure for your situation. Variants of capital increase To ensure flexibility during the capital increase, a cash capital increase is usually carried out from authorised capital on the basis of an authorisation by the Annual General Shareholders’ Meeting. Fundamentally, the following main alternative actions apply for the design of a capital increase:

We support you in carrying out variously structured capital increases. We advise you on the most suitable variant for your requirements, structure and design these and bring them to a successful conclusion.


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Possibilities in Secondary Placements A secondary placement can either be a capital increase, in which new shares are placed via the capital market, or a sale of shares that already exist. The main alternative actions are:

If, as a former shareholder or institutional investor, you want to sell a large share package via the capital market (e.g. as a secondary placement, block trade or mandatory convertible) and avoid negative effects on the share price, our competent and reliable advisors will be happy to help. FUND RAISING Is your company growing strongly? Do you intend to strengthen your current market position with selected acquisitions or regional expansion? Will your own funds be sufficient for your plans? A range of options is available on the equity market for successful medium-sized corporations. However, entrepreneurs who want to find solid financing for their business model after a successful start-up phase, for instance in the biotech or IT industries, can also find a large number of possibilities for giving their financing a stronger structure through the injection of new equity. BARINGS CAPITAL CORPORATION LTD, with the support of some partners with its experience of over 200 years of financing innovative industries and corporations, is an ideal partner. We successfully support and structure equity financing schemes by injecting national and international venture capital - and gaining Private Equity Investors (fund raising).


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Equity Capital BARINGS CAPITAL CORPORATION LTD originates, structures and executes worldwide public and private equity, equity-linked and derivative financings and solutions on behalf of BARINGS CAPITAL’ global corporate client base. Our company cultivates day-to-day advisory relationships with multinational corporations, governments, private companies and financial sponsors.

Providing market informed judgments on a broad array of financing strategies to address clients’ specific needs

Interacting with industry and product groups across the firm to deliver the most innovative and holistic solutions to our clients

Delivering best-in-class deal structuring and execution Our core products and expertise include: Equity and Equity-Linked BARINGS CAPITAL CORPORATION LTD consistently ranks among the worldwide important company that can act in the public equity capital markets and can structure and execute complex equity and equity-linked offerings undertaken by clients to finance their businesses, key acquisitions and other important strategic initiatives. These transactions include initial public offerings (IPOs) of common stock, subsidiary IPOs, spin-offs/split-offs, follow-on offerings, monetizations for large holders, block trades and offerings of convertible securities. Equity Derivatives BARINGS CAPITAL CORPORATION LTD is also a key player in the marketplace for derivative securities, including structured share repurchases, crossholding hedging and complex primary issuance transactions customized to meet specific client needs. Our success in these businesses is a testament to the close coordination between our advisory business, with strong corporate relationships, and our equity traders’ risk-taking capabilities. Private Placements BARINGS CAPITAL CORPORATION LTD can help private equity offerings undertaken to benefit; private companies who wish to raise capital while remaining private; early stage companies who wish to raise growth capital but are not yet ready to be public entities and public companies who wish to issue private securities. Our company also can help in all types of private placements that companies can issue include growth capital, pre-IPO convertibles, private investments in public equity , mezzanine debt and equity, and equity offerings completed as a private placement under Rules of different jurisdictions . BARINGS CAPITAL CORPORATION LTD is an important company in the market and in private placements and consistently offers issuers and investors innovative products and solutions.


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Independent advice and competent support Our partners or specialists, financial investors and industry experts will support you and your company competently and professionally in the preparation of your Fund Raising and in the selection of potential investors, during the due diligence process and during all contractual negotiations.

Hybrid Capital Based on BARINGS CAPITAL CORPORATION LTD’s many years of experience of some partners, it provides a comprehensive range of services relating to the allocation of long-term quasi-equity through issuing convertible bonds. Convertible bonds represent a major portion of some financial markets and are established financing instruments.

Bonds Subordinated Loans Subordinated Bonds Convertible and Warrant Bonds

Many years of experience and exclusive advice Our capital market partners and specialists assume the role of advisors to our clients in all company-related matters, from the perspective of both the owner and the company. Your personal advisor will develop individual solutions to each of your problems.

Purchase Offers and Takeover Bids/ Squeeze-Out Do you want to establish an equity interest in a company, increase an existing holding or acquire a listed company? With its expertise, BARINGS CAPITAL CORPORATION LTD is the ideal investment company for successfully handling exchange or purchase bids for your company in the international market. Our philosophy that discretion and independence are part of the core competence of a private bank services determines our actions. We help you with the right timing, the development of a persuasive offer, and with execution.

Full support through bundling interdisciplinary competence The close cooperation between the Equity Capital Markets and Mergers & Acquisitions units bundles the expertise of these units, providing you with full support.

Phases of the Takeover Bid

Phase 1: Structuring and Preparation Advice and structure of processing from a temporal and technical viewpoint Conceptionalisation and organisation of the bid text External coordination with the Supervisory Authorities for Financial Services Possibly additional acquisition via the market based on the purchase price (separate

order) Transmission of the bid to the target company, participating stock exchanges,

Phase 2: Bid and Execution Technical guidelines Coordination of custodial banks Organising the printing, translation and shipment of the bids

Phase 3: Execution and Conclusion Technical execution of securities transactions Organisation and holding of roadshows for procurement of shares Publication of the outcome of the presentation Transfer of the tendered shares according to instructions to a custodial bank of the

bidder


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Squeeze-outs and delistings In a squeeze-out, the majority shareholder with at least a 90% stake can buy out the remaining minority shareholders by merging, thereby acquiring 100% of the shares. When all shares are transferred to the majority shareholder, the company’s stock exchange listing is terminated. A delisting, i.e. withdrawal of a company’s share from the stock exchange, can often make sense for a company. BARINGS CAPITAL CORPORATION LTD will advise you in strategic considerations regarding your company’s listing and provide support, if required, upon termination of a listing. PRIVATISATIONS Many tasks falling under the public sector’s area of responsibility could be completed just as well by private companies. The sale of public property does not only put new money into empty public coffers; municipalities, in particular, also stand to benefit from the expertise of their new partner. Private sector expertise enables them to increase their efficiency and cut process and personnel costs. In turn, people enjoy the improved quality, wider range of services and better customer focus. Market liberalisation In addition to public utilities and public real estate companies, many cities are looking to sell waterworks and hospitals. The increasing liberalisation of the markets for electricity, gas, water, heating, waste disposal and regional public transport also plays a major role. Margin pressure, predatory pricing and consolidation trends are the consequences of this fundamental change in conditions. Established industry and product expertise In this environment, BARINGS CAPITAL CORPORATION LTD has become an important names for M&A and capital market transactions in the public sector, with partners with a large number of successfully concluded mandates in some countries. Our industry groups are distinguished by their many years of experience, sound industry and product expertise, contact networks and knowledge of local specifics. Privatisation Competence BARINGS CAPITAL CORPORATION LTD’s partners has comprehensive experience with privatisation dating back many years. This is reflected in our understanding of individual local interest and cultural specifics. BARINGS CAPITAL CORPORATION LTD applies an individual stakeholder approach to privatisations, with great success. This involves providing tailored privatisation concepts at country and local level. In this context, BARINGS CAPITAL CORPORATION LTD has excellent connections with decision makers at all levels of public administration and in politics. Our professionals have many years of experience in the real estate and public sector. Our privatisation services at a glance

Preliminary examinations and expert opinions, or “feasibility studies” Market testing Advice and support for any necessary (preliminary) structuring Structuring sales processes for public sector assets (e.g. implementing structured

competitive auction procedures in line with the special requirements of public procurement law)

Moderation parallel to the process Share Buyback Restructuring


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FINANCIAL ENGINEERING Tailored and innovative solutions for every client We take financial engineering to mean drawing up tailored and innovative solutions for our clients. This entails analysing problems with financial origins, and then defining corresponding proposed solutions together with the client in order to solve these problems. In conjunction with these individually-developed solutions, the following services - inter alia - can be deployed:

developing investment strategies with particular structures designing and managing alternative asset management strategies risk management for selected portfolios

FINANCING Detailed objectivity brings perspectives. BARINGS CAPITAL CORPORATION LTD also offers selected financial services. However, an essential precondition for finance in the fields of loans, corporate loans and/or mortgages is that corresponding client assets and/or first-class securities are available. We look forward to advising you further within the framework of a personal meeting. Mortgage BARINGS CAPITAL CORPORATION LTD a wholly owned subsidiary of Safaro International Corporation Limited, can provide a full-service commercial and residential mortgage finance .

Provide our clients fast quotes, commitments and closings Offer an understanding of relevant local real estate issues Serve clients with a dedicated, experienced team

Debt Financing BARINGS CAPITAL CORPORATION LTD can provide Debt Financing with focus on originating, structuring, executing and syndicating global debt/debt-related financings and structuring and executing liability based risk-management strategies for domestic and multinational corporations, financial sponsors and government-sponsored agencies.

Advising on a broad array of financing strategies to address our clients’ specific needs Interacting with industry and product groups across the firm to deliver the most

innovative and holistic solutions for our clients Providing best-in-class deal structuring and execution


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Debt Purchases of Non-Performing Assets by BARINGS CAPITAL CORPORATION LTD Selling your charged-off accounts can improve your bottom line with an infusion of cash from previously unproductive accounts. The liquidation of distressed accounts facilitates your recovery goals, reduces costs and limits liability. For originators that want to sell more limited portfolios, we are willing to review all potential purchases, regardless of size. We expedite the purchase of your receivables through our Rapid Evaluation and Action Plan that allows us to complete our due diligence and evaluation promptly. This allows us to provide you with a timely pricing proposal. Once we reach agreement, we fund and close the deal quickly. Value of Selling to BARINGS CAPITAL CORPORATION LTD Improving your bottom line with highly competitive, high-yield valuation in a timely and efficient manner.

Highly Competitive Valuation Track Record of Integrity Efficient and Timely Due Diligence Immediate Cash Payment Flexible Purchasing Options

We purchase from

Attorneys Banks Brokers Collection Agencies Credit Card Issuers Financial Institutions Re-Sellers

We purchase charged-off debt at all stages of default:

Newly defaulted Freshly charged-off Post-primary Post-secondary Post-tertiary and beyond

Investment Grade BARINGS CAPITAL CORPORATION LTD can advise the firm's large, highly rated corporate clients on capital structure across debt, hybrid, derivative and equity-linked products. The company acts in concert with traditional investment banking coverage effort and alongside the specific expertise of our associated product groups to execute investment grade financings.

Economy & Finance

Era barings 27 p