3DisclaimerThis document, which is personal to the recipient and has been prepared by Sirius Haldane McCall PlC (the "Principals") “HMK”, comprises written materials/slides for a presentation concerning the proposed admission to trading on the open market, a market of the Frankfurt Stock Exchange plc, of shares in HMK and the issue and sale of shares in HMK (respectively, the "Admission" or the "Proposed Global Offer"). This document does not constitute or form part of, and should not be construed as constituting or forming part of, any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, any securities in HMK, nor shall any part of this document nor the fact of its distribution form part of or be relied on in connection with any contract or investment decision elating thereto, nor does it constitute a recommendation regarding the securities of DDS. Any offering of securities by HMK will be made pursuant to an offering document prepared in connection therewith and any decision to invest in any such securities shall be based solely upon the information contained in such offering document.No reliance may be placed for any purposes whatsoever on the information contained in this document or on its completeness. Some of the information in this document is still in draft form and has not been legally verified and will only be finalised at the time of Admission. No representation or warranty, express or implied, is given by or on behalf of the Principals, and agent, any person to whom the information contained in the presentation relates or any of such persons' directors, officers, employees, affiliates or any other person as to the accuracy, sufficiency or completeness of the information or opinions contained in this document and no liability whatsoever is accepted by the Principals, and agent, any person to whom the information contained in the presentation relates or any of such persons' respective members, directors, officers, employees, affiliates or any other person for any loss howsoever arising, directly or indirectly, from any use of such information or opinions or otherwise arising in connection therewith. A significant portion of the information, statements, beliefs and opinions in this document, including all market data and trend information and information related to the Proposed Global Offer, are forward-looking, which reflect the Principals' or, as appropriate, the Principals' directors' current estimates, expectations and projections about future events. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein. Forward-looking statements contained in this document regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. You should not place undue reliance on forward-looking statements, which speak only as of the date of this document.Any information, statements, beliefs and opinions expressed in this document are subject to change without notice and neither the Principals, and our agent are under any obligation to update or keep current the information contained herein, whether ras a result of new information, future events or otherwise.This document and its contents are confidential and may not be reproduced, redistributed or passed on, directly or indirectly, to any other person or published, in whole or in part, for any purpose and it is intended for distribution in the United Kingdom only to: (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"); or (ii) persons falling within Article 49(2)(a) to (d) of the Order or to those persons to whom it can otherwise lawfully be distributed (all such persons together being referred to as "relevant persons"). This document must not be acted upon by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only to relevant persons and will be engaged in only with relevant persons. Any recipient of this document who is not a relevant person should return it to HMK immediately, not attend the presentation and take no other action.Neither this document nor any copy of it may be taken or transmitted into the United States of America, its territories or possessions or distributed, directly or indirectly, in the United States of America, its territories or possessions. Neither this document nor any copy of it may be taken or transmitted into Australia, Canada, Japan, the Republic of Ireland, the Republic of South Africa or to Canadian persons or to any securities analyst or other person in any of those jurisdictions. Any failure to comply with this restriction may constitute a violation of United States, Australian, Canadian, Japanese, Irish or South African securities law. The distribution of this document in other jurisdictions may be restricted by law and persons into whose possession this document comes should inform themselves about, and observe, any such restrictions.The securities mentioned herein have not been, and will not be, registered under the US Securities Act of 1933, as amended (the "Securities Act"), or under the applicable securities laws of Canada, Australia, the Republic of Ireland, the Republic of South Africa or Japan, and may not be offered or sold in the United States (as such term is defined in Regulation S under the Securities Act) 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 and, subject to certain exceptions, may not be offered or sold within Canada, Australia, the Republic of Ireland, the Republic of South Africa or Japan or to any national resident or citizen of Canada, Australia, the Republic of Ireland, the Republic of South Africa or Japan. No public offer of securities in DDS is being made in the United States, Canada, Australia, the Republic of Ireland, the Republic of South Africa or Japan.By attending the presentation to which this document relates or by accepting this document you will be taken to have represented, warranted and undertaken that: (i) you are a relevant person (as defined above); (ii) you have read and agree to comply with the contents of this notice; and (iii) you will not at any time have any discussion, correspondence or contact concerning the information in this document or the Proposed Global Offer with any of the directors or employees of the Principals, HMK, their subsidiaries or with any of their suppliers, customers, sub-contractors or any governmental or regulatory body without the prior written consent of HMK or the Principals.
5Objectives The overall objectives of this Presentation are to: Articulate a winning business strategy for HMK.To chart the overall business direction for the company.To create the overall basis for procuring the financial, resources required for the business successTo chart a growth path and provide a roll out plan for the successful market launch and positioning of the company servcies in the market place.To provide insight into existing industry strategy and recommend an appropriate business model
6Companies History and Organization Haldane McCall PLC (“HMK”) is listed on the open market of the Frankfurt Stock Exchange.HMK was incorporated in February 2011 in the Isle of Man and immediately merged with Suru Group Ltd (“SGL”), SGL was incorporated in November 2008 in Nigeria with very promising outlook.The group had procured credit via its real estate arm and invested in real estate, hospitality and manufacturing. Initial Funding came from Merrill Lynch
7Best Western Hotels in West Africa Suru Express Hotels in West Africa HMK businessesBest Western Hotels in West AfricaSuru Express Hotels in West AfricaSuru Homes in Nigeria and UKJohnson Product of NigeriaProlific Micro Finance Bank in NigeriaThe Group is also the owner of 94 self services apartments in the city of London. The apartments cater for the growing short let accommodation needs of International visitors to the city of London.
8Current Investment by sector INVESTMENTS€’millionHotel (Best Western Hotels and Suru Express Hotels)89Real Estate (Suru Homes Limited)37Johnson Product of Nigeria and Prolific Micro Finance Bank)5Total131
9‘To be the preferred and most proactive company in Africa.. Mission Vision‘To be the preferred and most proactive company in Africa..MissionTo create sustainable business models in the economy by investing and contributing to the socioeconomic development of Nigeria in Particular, the West African Sub-region and Africa in General.Mission ParametersLead: To be a leading company in AfricaCompetitive: To be among the most competitive firm in AfricaCentral: To be central to the workings of Africa’s economic systemIntegral: To integrate our activities in line with the workings of Africa’s economyStructured: To operate in structured manner to better epitomize our culture.
10HMK SWOT analysis Strengths Weaknesses Committed and experienced management teamEmphasis on good service and productFavorable government policies and enabling environment.Track record of delivery high value and revenuesAll employee are shareholders resulting in low labour turnoverFinancial requirementsDelays in achieving financial close may affect costs which may impact on the profitability of the projectOpportunitiesThreatsSupply – demand gap in business modelEmerging middle classEconomic growthEmerging MarketWeak Local credit market. The market is expected to rebound following the sanitization of banking sectorsInfrastructural decay
11Medium term Business Objectives To develop further 5 Three Star Hotels under the Best Western BrandTo develop further 45 budget hotels under Suru Express Brand andTo build 900 units of low cost residential estate to support the Federal Government drive for affordable housing for all. It has acquired large expanse of land in Lagos state, Nigeria,
12HousingMedium term Business ObjectivesTo build 900 units of low cost residential estate to support the Federal Government drive for affordable housing for all. HMK has acquired large expanse of land in Lagos state, Nigeria,Lagos State, Nigeria has an acute housing problem with an average household occupancy of about 10 persons. In addition, it has an average population density of 2,455 persons per square kilometre, much higher than the national average, with some areas reaching 15,000 persons per square kilometre.
13Industry TrendThe overall outlook for the housing sector in Lagos is positive and supported by the following trends:Large and growing population in the State;Increasing awareness of real estate as an attractive investment asset class, hence the inflow of capital into the sector;Proactive support for the housing sector by the Lagos State Government via various enabling actions e.g. provision of land to housing developers, particularly for the development of low-cost housing; and mortgages for the low income earners.
14Housing OutlookRebound of the housing market as the economy begins to pick upIncreased capital raising by property developers to tap into the opportunities presented by the largely unmet demand for housing;Increase in provision of low-cost housing to meet the demands of the lower segment of the population;Increased real estate and construction lending as banks and other debt providers offer more mortgage and construction products following a period of lull after the banking sanitization
18Housing Delivery Road Map StatusQ,3,2011Q4, 201120122013TaskM 1M2M3Q1Q2Q3Q4Conclude Business PlanOn-goingFund RaisingSeek and obtain government approvalConstruction and DevelopmentPhase 1 Phase 2Phase 3Marketing and SalesHandover houses (each phase will be for 6 months)Facility ManagementForever
19Medium term Business Objectives HospitalityMedium term Business ObjectivesTo develop further 5 Three Star Hotels under the Best Western Brand,To develop further 45 budget hotels under Suru Express BrandThe hospitality sector in West Africa is still grossly underdeveloped.This is evidenced that there are few world-class 4-5 star hotels.The following factors are also expected to spur growth in the budget hotel segment in the near future:Increased domestic flight destinations;Increase in production capacity by Fast Moving Consumer Goods (FCMG) manufacturers;Increase in population and trade in the West African sub-region;
20Roll-out plans of GSM operators resulting in complimentary infrastructure development; and Accelerated infrastructure developments across the country.Lonrho Group target Budget Hotel Markets in Africa through its EasyHotel ChainTarget Market and Key Buyer Values
22Hotels Roll-Out Plan Phase Duration Location Number of Hotels Phase 1 Hotels Roll-Out PlanPhaseDurationLocationNumber of HotelsPhase 1Lagos – 5 star and Budget10Phase 22012 – 2013Abuja – 3 Star and Budget4Lagos - BudgetPort Harcourt – 3 Star and Budget3Ibadan and Calabar - BudgetWest Africa - 3 StarPhase 3National - BudgetTo be decided
23Availability and adequacy of support infrastructure Pricing Critical Success FactorsIn order for HMK to be a successful in the hotel and housing industry, the following factors are considered critical to the success of our development:Capital.LocationAvailability and adequacy of support infrastructurePricingCost EfficiencyLayout & Design.Marketing and BrandingStrategic Alliances
24Revenue ModelOur Revenue model is anchored on these sources;Sales of HomesRental of Market stalls and Offices spaceRoom RentalHall RentalFood and beverageManagement Fees:
26Mrs. Ayodeji Adewumi Company Secretary Board StructureThe Group currently has an investment team which comprise of directors with wide range of experience. Full CV is available our websiteOur teamMr. Edward Ola Akinlade Chairman/Group Managing Director Mr. James Sadoh Director Mr. Olu Elesin Director Mr. Olatunde Oluloye Director Mrs. Folakemi Akere DirectorMrs. Ayodeji Adewumi Company Secretary
27The promoter of HMK needs new investors for the following reasons: Statement of NeedThe promoter of HMK needs new investors for the following reasons:Market NeedThe huge gap between need and have has created an immense opportunity in the sector.Growing middle class and our emerging market economy has created income earners capable of owning homes within the scope being planned by HMK.Strategic ChallengeAdequate investment is required to consolidate the group’s position and remain competitive
28Proven track record in acquiring and operating hotels and developments SummaryProven track record in acquiring and operating hotels and developmentsCompelling market fundamentals in West Africa;Attractive initial portfolio and visible pipelineLocal management platform establishedConsiderable potential upside from HMK branding and development of surplus landThe market opportunities for real estate development and Hotels in African are quite large and the environment is quite conducive to realising the twin objectives of providing quality housing and making decent returns in investment.
29Financial Data 3 years results 5 years projections Nine months 2008* 2009*2010*30/09/2011Euro ' MRevenue/Sales:12.1922.8123.8520.01Net Profit:1.16.923.472.41Net Asset Value:95.0267.7170.773.11* pre merger figures5 years projections20112012201320142015Euro ' MRevenue/Sales:20.2934.5663.1166.8774.38Net Profit:2.512.7923.5227.8331.37Net Asset Value:73.18164.8188.33216.16247.53* pre merger figures