Active market leading Investor in India’s Growth Story

Mid-Stage Investment Opportunities in Tech Enabled Businesses

Investor Presentation |November 2018 Confidential Legal Disclaimer This disclaimer is applicable to this document and the verbal or written comments of any person(s) presenting it. This document, taken together with any such verbal or written comments, is collectively referred to herein as the “Presentation”.

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2 Introduction The Sistema Asia Fund Investment Summary Invests in Series B+ rounds of technology enabled portfolio companies located in India with gateway platform between India / SEA and Russia / Europe Investment participation: preferred rights, reserved matters, board seat levels

Investment Manager Sistema Asia Capital Pte. Ltd. , a venture capital firm registered in Singapore under the Monetary Authority of Singapore as registered Fund Management Company Fund Domicile Singapore

Legal Structure Parallel fund structure (Singapore & India).Sistema Asia Fund Pte. Ltd is a limited liability fund incorporated under the laws of Singapore. Sistema Asia Fund India is a Securities & Exchange Board of India registered category 2 Alternate Investment fund (AIF). Both funds will co invest in all interesting opportunities. Auditor James Chan & Partners LLP, Singapore Administrator Vistra Alternative Investments (Singapore) Pte. Ltd. (Singapore Fund), Vistra(ITCL) Trustee of AIF Target Fund Size $120M - $150M hardcap Sponsor Commitment Sponsoring parent seed investment of $40m to Sistema Asia Fund PTE.Ltd and 2.5% of committed capital to Sistema Asia Fund (AIF) Fund Term 8 years + optional 2 years extension

Expected Return 3x Management Fee 2%

Carried Interest 20% till 3x return 30% above 3x return 4 Corporate Overview Sistema Asia Fund Shares Operational DNA of a Global Conglomerate

Global conglomerate of Tier I financial, industrial, telecommunications and healthcare companies. Listed on the London Stock Exchange

Industrial

Asset Private Equity Private Equity, Tech Venture Tech Ventures Banking Telecoms, Classes and Tech Investing, Real Estate Manufacturing, Venture Healthcare, Investing Agric, Retail, Construction Locations India, Singapore Europe, CIS, USA Russia/CIS, USA, Israel Europe Russia, China

6 Sistema – 25 Years of Adding Value to Businesses Globally

§ Largest public investment holding in Russia Key Assets § Largest telecom operator in § Unique mix of assets across various attractive Russia and Eastern Europe WHO WE sectors of Russian economy § Leading pulp and paper ARE holding § Over 15 sectors of investments and expertise § Top children's retail chain in § Partner of choice for global investors into Russia Russia and CIS § Diversified agricultural § Active management of portfolio via value holding accretive acquisitions and divestments § Real estate development, rental assets WHAT WE § Creating value by developing assets into market leaders with strong cash flow generation and § Russia’s leading private DO healthcare network credit quality § Venture capital, private equity § Monetising investments through sales to strategic and real estate funds acquirers and successful IPOs Shareholding Structure** ASSETS REVENUE OIBDA* Mr Vladimir Evtushenkov 64.2% 2016 Free-float (GDRs) 17.6% HIGHLIGHTS $18bln $10.4bln $2.7bln Free-float (shares) 15.3% Other** 2.9%

* Adjusted operating income before depreciation and amortisation. **As of 31 March 2017. **Ordinary shares and GDRs owned by Sistema Group companies, Sistema’s management and members of the Board of Directors 7 Unrivalled Competitive Advantages Across Industries

Expertise § Over 25-year track record of successful investments in Russia, CIS, Asia, and other markets § Expertise in over 20 industries

Geographical § The leading private investor in Russia diversification § Strong international presence with a strategic focus on Asia (India, Southeast Asia)

Proven track § Sistema has developed dozens of its portfolio companies into market leaders record § Strong expertise in various sectors (with telecoms and high-tech representing ~70% of portfolio)

§ Consistent profitable exits, incl. via IPOs with growth of up to 12-28x over 3-10 years (Detsky Mir, Russneft, Rosno)

Focus on best § Quality management teams in charge of assets and funds under management management § Dozens of successful business cases delivered by Sistema’s top management and portfolio managers

Strong partners § Strong business relations with global leading corporations and financial institutions

Rapidly growing § New funds focusing on VC (Sistema_VC, Sistema Asia Fund) and real estate (Sistema Capital AM franchise Partners) launched in 2015-2016

Telecoms Retail Internet Healthcare Real Estate High tech Agriculture Pharma

8 Sistema’s Global Reach Across Industries And Business Stages

ASIA A REGION OF SISTEMA’S STRATEGIC US GROWING PRIORITY PRESENCE THROUGH § Telecom VC AND REAL § Tech startups (VC) ESTATE FUNDS § Fashion retail § Real Estate § Tech startups (VC) INDIA Substantial presence in telecom and tech sectors with developing retail business (Concept Group)

CHINA Manufacturing hub for Concept Group

SOUTHEAST ASIA New strategic region, EUROPE SUBSTANTIAL PRESENCE NAMIBIA ISRAEL INVESTMENTS WITH FURTHER EXPANSION PLANS INVESTMENTS IN IN INNOVATIVE in 2018 the scope of § Banking HOSPITALITY TECH STARTUPS operations will increase § Tech startups (VC) § Hospitality (hotels) § Tech startups (VC) dramatically § Real Estate / Hospitality

9 Operational Track Record Demonstrated Value Created to a Variety of Businesses

Market leader focused on shareholder returns § Developed from a tiny Moscow-based company to Russia’s and Eastern Europe’s RUB #1mobile operator § ≈109 mln subscribers, including ≈80 mln in Russia; over 5,720 retail stores § Clear strategy with a focus on shareholder returns

Dividend per share Buyback return per share

From a distressed asset to a leading global player § Acquired in 2014 from a bank as a distressed asset for a consideration of RUB 11.3 bln Revenue, RUB bln OIBDA, RUB bln Equity Value, RUB bln § Asset restructured, new strategy with clear targets developed § Large-scale investment program launched to expand and upgrade production capacities § Expanded exports to 88 countries § Management enhanced in 2017 to further increase efficiencies *Market capitalization as of end of March 2016, dividend per share of 2016 + return per share through buyback in early 2017 ** 2016 valuation is by represented by 100% equity value attributed to Segezha by consensus of sell-side analysts covering Sistema shares 11 Consistent Profitable Asset Monetizations & Exits With Multifold Returns

Consistent monetization & growth in value § Identified the opportunity to build a market leader using a unique retail brand Equity value, RUB bln § Developed growth strategy and found the right 4.8x team to execute § Strengthened competitive advantages & achieved multifold growth in # of stores and revenues § Attracted RCIF as a portfolio investor § Sold 20.5% of Detsky Mir for RUB 12.9 bln in the Valuation by Valuation for transaction Transaction IPO first Russian IPO with full international marketing with Sberbank a big-4 firm with RCIF since 2014

RussNeft case RussNeft exit – 2013 ROSNO exit – 2007 § Acquired 49% in a distressed and overleveraged Equity value, $ mln Stake value, $ mln asset and launched a profound restructuring § Reduce the leverage from 6x to 3x debt/EBITDA 28x 12x § Sold the stake in 2013 for $1.2 bln

ROSNO case § Acquired a small insurance company and developed a leading insurance group in Russia § Attracted Allianz as a partner with global expertise Acquisition Exit Initial Investment Exit § Sold remaining stake to the same partner in 2007

12 Venture investing in India New Paradigm in India Venture Investing

Gradual development in infrastructure creates a shift in market paradigm

Startups were forced to focus on building sustainable businesses. Further government financial services (Aadhaar / Money Bill ) Quality of Historically infrastructure for started to create the required Capital professional investing was not investment infrastructure present. Hedge Funds and FOMO drove up valuations; perceived beta Fundamental risk increases Business Growth

2014 - 2015 March 2016 2016

Period of Disequilibrium Aadhaar Bill and Full Stack Portfolio Focus solutions revolution begins

14 New Paradigm in India Venture Investing

Quality of capital and fundamental business growth now at new level of attractiveness for investors

Post March 2016, next generation Early stage Mid - Stage Investors business models (verticals, platforms, investing now now equipped to build full stack) will be fundamentally strong focused upon foundation of early and capital efficient stage investors

2017 - 2020 Resurgence

15 Mid-Stage Investing is Under-Represented in India and Offers an Attractive Playing Field for SAF

EARLY STAGE MID STAGE LATE Incubators Angels Seed Series A Series B Series C+

Players

POWAI LAKE VENTURES MUMBAI ANGELS

Cumulative Limited Global Few Bulge Capital Raised Limited $75-100M $250-300M >$5B Players/Funds Bracket Funds

Round size Max $100K $400-600K $500K - $2.0M $2-7M $7-20M >$20M

Returns 10-15x 10-15x 10-15x 5-10x 3-5x 2-3x Expectation Mortality NA >80% 60-80% 35-40% 15-20% <15%

# Rounds 2000-2500 600-750 80-100 (deals) / year

Source: Venture Intelligence, SAF analysis 16 We Are Driven By 6 Core Beliefs

Top-down / bottoms-up thesis Clear and visible path to driven investing approach to break-even on our investments 1 identify category leaders 4

Best-in-class founding team Confidence on exit-ability / 2 with passion, grit and 5 liquidity through strategic sale resolve, and complimentary or IPO skills sets

Positive unit economics Co-leading roles in syndicates / 3 with high margin of safety 6 club deals with $2-7M check size and 5-15% ownership

17 Focusing on Sectors Where We Have Demonstrated Value Creation

VERTICAL TRAVEL TECH & GLOBAL ENT DOMESTIC SMB ECOMMERCE TRANSPORTATION SOFTWARE SOFTWARE

CONSUMER ENTERPRISE TECH FINTECH TECH MEDIA & AI & VR INTERNET & DIGITAL OF THINGS CONTENT HEALTH

EDTECH MACHINE LEARNING & BIG DATA

Differentiated Business Models Differentiated Business Models

§ Platforms With Sticky Customer Base § Inside Sales & Remote Support Driven § High Margin Of Safety (GM, CM) § Customer Facing & Revenue Generating Application § Online Consumer Brands § Full Stack Models § India Specific Applications & Use Cases § Online-offline Models § Frugal innovation culture

18 Our Experienced Team Has A Unique Blend of VC Investing, Operational Build-up And M&A Skills

Vsevolod Andrey Sumit Dhruv Vivan Leonid Ilya Tejash Rozanov Terebenin Jain Kapoor Sehgal Musatov Kosolapov Prajapati

Location Russia India India India India Singapore Singapore Singapore M&A / IPO

VC Investments

Operational scale-up

India’s experience 5 years 3 years 14 years 16 years 13 years 9 years 6 years 11 years

Chairman Leadership, LP Inv. Sourcing, Inv. Sourcing BusDev Business Dev Business Dev Administration Functions Expertise Interaction , Inv. Execution Inv. Execution Ops/Analysis Inv. Sourcing Finance Compliance Inv sourcing

Past Experience l

19 Our Investment Team Supported By A Seasoned Local Advisory Board

Arvind Gupta Rajan Anandan Rajeev Batra Rakeshh Mehta Honorary Chairman of SAF Advisory Board Vice President Chief IT Officer Chairman Mehta and Managing Times Internet Group CEO - MyGov Director, Google Group India & SEA

20

Strong Deal Selection of Best Ideas From Wide Network & Relationships

VC Funds Corporate Finance ~150 deals screened per year § Deep relationships with VC funds, IBs coupled with investment team’s direct network

Deal Screening § Deal team vets opportunity against Fund’s investment criteria and exit strategy for deal, agrees in principle and prepares report Investment Team for Investment Committee § Investment Committee of 6 senior members review deal proposals and Approval approve opportunity

3 – 5 investments per year § Investment sign off and documentation agreed with portfolio company Investment Documentaon

21 Sistema’s Business Acceleration Platform in India

§ Sistema invested over $4B into MTS India (telecom operator) and has recently merged the operations with Reliance Communications

§ Top management of MTS India were retained by Sistema to form a management consultancy which helps startups with accelerated scale-up

§ MTS India team has a decade of operating experience: § Proven track record in brand building, product and sales channel innovation, and customer service delivery models in B2B & B2C sectors in India § Extensive operating experience across key metros and cities § Strong local deep seated relationships with businesses and government

22 Post Investment Value Add Through Investment Team And Sistema ‘Scalerator’

SCALERATOR § Helped Mobikon scale up in 6 South Indian cities § Hired a 75 member feet-on-street team for Mobikon § Helping Wooplr build its brand amongst fashion influencers § Onboarding SME clusters for onward lending, helping Lendingkart expand its customer base

OPS & STRATEGY § The investment manager is actively engaged in helping the company build organizational structure (hiring senior leaders) § The Investment manager helps the company with follow on fund raise

EXPANSION § The Investment Manager has provided Seclore contract leads with MTS in Russia and East West Bank in Luxemburg § The Investment Manager has helped Qwikcilver open an office in Russia and hire a Director of sales

23 From Minimum Viable Products to Viable Companies the Sistema Way

SCALERATOR § Expanded scale to 6 additional Indian cities § Onboarded 75 member feet-on-street team § Product redesigned § Pre paid Advance Rental Plan(ARP) Investment CREATED completed § Pipeline of 1000 outlets identified 08/17 12/17 § Converted 50 outlets in first 2 months

Applying Sistema DNA to Successful Exit

Term sheet Board engagement and monthly MIS signed review and sign up with Scalerator 06/17 10/17

24 Sistema’s Scalerator / Key Management

Scale builders from MTS India Team

Leonid Musatov Ilya Kosolapov Suresh Kumar Chief Operating Officer Chief Financial Officer Head of South Operational Hub

Ranjan Banerjee Sanjeev Bahl Neera Sharma Head of Strategy Marketing & Business Planning Regulatory, Legal and Tax

25 Investment Portfolio Tech Investments in the World’s Fastest Economy With the Most Sophisticated Investor & Value Creator

§ $40m anchor capital committed by PJSFC Sistema in November 2015 § $35m deployed in 10 companies in 2016, 2017 & 8 months of 2018

§ SAF is extending its fund to $120m (with a $30m Greenshoe option) by inviting 3rd party LPs. Sistema has contributed seed capital of $40m and may increase allocation by matching LPs. First close is June 2018.

§ Fund targets 3x on total fund size

§ Profit distributions to happen immediately on liquidity events, whereas capital calls spread over 2017-2019

§ Existing portfolio companies are approaching profitability and show early signs of next up-rounds

27 Current Portfolio and Co-investors

Portfolio companies Sector Round Terms Co-Investors

Deep tech, IT Series B / $4.0M / 7.7%

Retail, IT, SAAS Series B / $4.0M / 6.3%

Fashion, E-commerce Series B / $2.5M / 10.9%

E-commerce, Online meat Series B / $2.5M / 8.3% brand

Fintech Series C / $3.0M / 2.6%

Restaurant Tech Series B / $2.0M / 8.6%

28 28 Current Portfolio and Co-investors (contd.)

Portfolio companies Sector Round Terms Co-Investors

Tanncam Healthcare, E-pharmacy Series B / $4.0M / 5.1% Investment

Healthcare, Fitness Series B / $4.0M / 9.3% NB Ventures

Food Tech Series C5 / $4.0M / 2%

Fintech Series C/$5.0M/6.7%

29 29 OVERVIEW DEAL DETAILS: SERIES B ROUND Business Seclore offers an innovative solution, Date of Investment February 2016 Description FileSecure, which enables organizations Pre-Money Valuation $40M to control usage of information Total Round Size $12M wherever it goes, both within and outside of the organization’s boundaries. Post-Money Valuation $52M SAF Investment $4M Verticals SaaS, Mobile SAF Ownership 7.7% Existing Investors VenturEast, Helion Office Locations India, USA, Middle East, Singapore New Investor India-Alternatives

RATIONALE BEHIND INVESTMENT Financial Summary

§ Top-notch technology featured by Gartner as a "Cool Vendor" and by Deloitte as one of the "50 Fastest Growing Technology Companies" § Large and scalable business opportunity § Viral deployment § Marquee clients (businesses, governments, regulatory authorities) & superb technology partnerships with IT majors § High growth rate in key top-line metrics, cost efficiency § Clear exit strategy § Deployment among Sistema Holding companies

30 OVERVIEW DEAL DETAILS: SERIES B ROUND Business Provides stored value card services to retail Date of Investment July 2016 Description and corporate clients. Consumers can Pre-Money Valuation $53M redeem its gift cards of different brands at Total Round Size $10M online/offline stores. Also provides end-to- end suite of services to create, deploy and Post-Money Valuation $63M manage the program. SAF Investment $4M SAF Ownership 6.3% Verticals SaaS, Mobile Existing Investors Amazon, Accel, Helion New Investor No New Investors; Internal Round Office Locations India, Middle East, Singapore

RATIONALE BEHIND INVESTMENT Financial Summary

§ Top-notch technology recognized by Amazon

§ Monopoly player with 90%+ market share (B2B Segment)

§ Large and scalable opportunity in B2C

§ Marquee clients (90% of organized retail and brands)

§ High growth rate in key top-line metrics, cost efficiency

§ Clear exit strategy

§ Deployment among Sistema Holding companies

31 OVERVIEW DEAL DETAILS: SERIES B ROUND Business Influencer based commerce platform for Date of Investment February 2017 Description women's fashion and accessories, offering a Pre-Money Valuation $17.5M set of tools (like studio, web storefront, payments, shipping, etc) to influencers to Total Round Size $6M help them become micro-entrepreneurs Post-Money Valuation $23.5M and sell merchandize from Wooplr SAF Investment $2.5M powered stores to their follower base. SAF Ownership 10.9% Verticals Mobile, Web Existing Investors Helion, Astarc Office Locations India New Investor Amereus

RATIONALE BEHIND INVESTMENT Metric Summary § Pure play women fashion discovery and commerce platform § Highly engaged & sticky users 15.0 40,000 32,020 § Network effect business with high virality quotient (KOLs bring users who drive commerce) 30,000 10.0 20,219 § Lean marketplace model with zero inventory and high gross 20,000 margins (40%) 5.0 3,618 10,000 § High m-o-m growth in key top-line engagement and 1,994 commerce metrics 0.0 0 Aug'17 Nov'17 Feb'18 May'18 § Clear exit strategy GMV run rate ($M) Acve Influencers

32 OVERVIEW DEAL DETAILS: SERIES B ROUND

Business Licious is building a full stack online meat Date of Investment March 2017 Description gourmet brand in a market that is >90% Pre-Money Valuation $20M unorganized with poor quality & hygiene. It Total Round Size $10M manages the entire value chain from sourcing Post-Money Valuation $30M to processing to customer delivery through temperature controlled cold chain logistics. SAF Investment $2.5M SAF Ownership 8.3% Verticals Mobile, Web Existing Investors Mayfield, 3one4 New Investor Neoplux Office Locations India

RATIONALE BEHIND INVESTMENT Financial Summary

§ Large market ($3B) with no quality meat gourmet brand 100000 10.0 8.3 § First mover advantage with rapid scale (10% m-o-m growth) 80000 8.0 5.6 § Strong cohorts with high repeat engagement and increasing spends 60000 4.7 6.0 3.7 40000 4.0 § Positive order level economics with low payback & high LTV 20000 2.0 § Capital efficient business 40830 50695 59217 85667 0 0.0 § Clear exit strategy (potentially IPO-able) Aug 17 Nov 17 Feb 18 May 18

#Orders Revenue run rate ($ M)

33 OVERVIEW DEAL DETAILS: SERIES C ROUND

Business Company is disrupting traditional lending Date of Investment August 2017 Description through a proprietary credit and data science Pre-Money Valuation $102M engine that analysis proxy data for SME loans. Total Round Size $11.5M Company deploys a low touch model for Post-Money Valuation 25% discount to next round customer acquisition and collections, and has disbursed loans to customers in 600 cities. SAF Investment $4.0M* SAF Ownership 2.2% Verticals Mobile, Web Existing Investors Bertelsmann, Mayfield, Saama, IQ Office Locations India

RATIONALE BEHIND INVESTMENT Financial Summary

80.0 26,122 30,000 § Large untapped market - $60B annual credit gap in India 21,015 § Leading player in SME lending space with m-o-m growth of 10% 60.0 16,205 16,742 20,000 Product led approach towards risk management of unsecured loans § 40.0 § High repeat customer cohorts (40%+) 10,000 20.0 § Positive unit economics and visible path to break-even 35.2 45.0 57.2 71.0 0.0 - Clear exit strategy (potentially IPO-able) § Q2 2017 Q3 2017 Q4 2017 Q1 2018

Loan book O/S ($M) Loans disbursed * $1M wiring pending RBI approval

34 OVERVIEW DEAL DETAILS: SERIES B ROUND

Business Company is a customer engagement and Date of Investment August 2017 Description marketing platform for restaurants. It provides Pre-Money Valuation $16M restaurants tools to manage customer loyalty Total Round Size $6.5M by capturing user profiles and transactions Post-Money Valuation $22.5M across digital platforms and payment solutions & has built a database of 8.5M global profiles. SAF Investment $2.0M SAF Ownership 8.6% Verticals Mobile, Web Existing Investors Jungle, Qualgro New Investor C31 Ventures Office Locations India, SE Asia, ME, UK (total 9 countries) RATIONALE BEHIND INVESTMENT Financial Summary § F&B industry undergoing digital disruption 2.70 3900 § Multi country presence combined with India’s frugal innovation 3750 2.65 3745 § Minimal customer churn and proven up-sell 3647 3574 3600 2.60 § High gross margins (85%) and near break-even 3445 3450 2.55 3300 § Capital efficient business 2.59 2.64 2.67 2.67 2.50 3150 § Potential M&A candidate Jan-18 Feb-18 Mar-18 Apr-18

ARR ($M) # Outlets

35 OVERVIEW DEAL DETAILS: SERIES B ROUND

Business Provider of an online medicine shopping platform. Date of Investment October 2017 Description The company offers prescription and over-the- Pre-Money Valuation $65M counter (OTC) drugs through its app- and web-based Total Round Size $14M medicine shopping platform. Company is the largest Post-Money Valuation $79M e-pharmacy in country with a pan-India presence. The founder has leveraged his family’s 100+ year old SAF Investment $4.0M pharma distribution business to create a very lucrative SAF Ownership 5.1 % business with high gross margins. Existing Investors Orbimed, Mape Advisory Group Verticals Mobile, Web, Specialty e-commerce New Investor Tancamm Investment Office India, Chennai RATIONALE BEHIND INVESTMENT Financial Summary

§ The largest online e-pharmacy with pan India presence

§ Highest average order value in online pharmacy space

§ Remarkable growth of 23% m-o-m CAGR during last 21 months

§ Increasing order value, decreasing rejection rates, high repeats

§ Presence across the entire pharma value chain

§ Potential M&A candidate in future market consolidation

36 OVERVIEW DEAL DETAILS: SERIES B ROUND Date of Investment February 2018 (approved Dec’2017) Business India’s leading mobile health and fitness platform. Description The company enjoys a 10% market share in the Pre-Money Valuation $31.15M Indian health/fitness space. The company has Total Round Size $12.00M over 1M monthly active users that interact with Post-Money Valuation $43.15M their trainers, nutritionists. Launched the world’s SAF Investment $4.0M first AI nutritionist ”Ria” SAF Ownership 9.3 % Verticals Mobile, Healthcare Office Locations Singapore, Bangalore Existing Investors Inventus Capital Partners, IDG Ventures India, Blume Ventures, NB Ventures New Investors Samsung Next, Dream Incubator, Atlas RATIONALE BEHIND INVESTMENT Asset Management § Highest rated Indian app on Play Store (4.6+), best app in the Financial Summary category for 3 years in a row, Editor’s Choice 2017 Award § High engagement on platform >200M foods and workouts tracked, 10M messages exchanged with trainers and nutritionists § 3.5X growth in users in 2017. Overall base of 4M and 1M monthly active users § Freemium revenue model has proven monetization and company has scaled to over $4.5 M in Annualized Revenue Rate (Jan’2018) § Unique IP and database of calorie counts of Indian food, unavailable on other similar global fitness applications 103 § Users spread across 200 cities in India, Middle East and SEA. 2.885 94 2.4

37 OVERVIEW DEAL DETAILS: SERIES C5 ROUND Date of Investment August 2018 Business Multi-brand web and mobile-based cloud kitchen. Description Faasos is India’s largest food-on-internet/food- Pre-Money Valuation $182M on-demand technology company. It operates meal Total Round Size $12.1M delivery services designed to deliver food from Post-Money Valuation $193.1M breakfast to dinner across five brands. SAF Investment $4.0M Verticals Mobile, Food SAF Ownership 2.0 % Office Locations Pune and Mumbai Existing Investors Sequoia, Lightbox, Ru-Net, RB Investments New Investors Sistema Asia Fund

RATIONALE BEHIND INVESTMENT § Unique dark kitchen model allows efficient utilization of Financial Summary infrastructure across brands § 80% YoY same store sales growth, all cities are EBITDA positive 240 170 180 163 220 170 155 § Proven existing models (eg. Dominos, McDonalds) which have 200 160 delivered lucrative returns for the investors 150 180 139 § Attractive pre-IPO investment opportunity, having achieved 140 160 annualized revenue run-rate of ~$40M 130 § Company has built strong capital and operating leverage 140 120 120 118 143 172 222 110 100 85 94 103 100 Oct-17 2.8 Jan-18 2.4 Apr-18 Jul-18

Total Net Sales (INR M) No. of Stores

38 OVERVIEW DEAL DETAILS: SERIES C ROUND Date of Investment September 2018 Business EMI-based purchase and personal loans platform Description Kissht uses multiple data points to assess a Pre-Money Valuation $52.5M person's creditworthiness, while offering small- Total Round Size $22M ticket, short tenure purchase and personal loans to Post-Money Valuation $74.5M ‘new-to-credit’ customers. SAF Investment $5.0M Verticals Mobile, Fintech SAF Ownership 6.7% Office Locations Mumbai Existing Investors Fosun, Endiya, Ventureast New Investors Vertex, Sistema Asia Fund

RATIONALE BEHIND INVESTMENT § There is a $140BN annual credit gap that banks are unable to address Financial Summary in India § There is a white-space opportunity in building a tech-enabled 350 14243 16000 12713 consumer credit company for “new-to-credit” customers 300 14000 Company has built a proprietary customer acquisition channel, which § 250 12000 ensures superior unit economics, given low ticket-size and short 10000 200 duration of the loans 8000 150 § Infrastructure to facilitate digital transactions is now in place, thanks 4123 4544 6000 to government initiatives 100 4000 50 2000 86.5 94.9 103 285.5 322.01 0 2.885 94 2.4 0 Sep-17 Dec-17 Mar-18 Jun-18

Amount Disbursed (INR M) No. of Loans Disbursed 39 The Opportunity

§ The paradigm shift in India local venture markets has created an opportunity for sustainable technology enabled business opportunities to flourish

§ Sistema Asia Capital focuses on the non-saturated mid-stage level in the company’s life, investing in companies backed by strong early stage venture funds and

§ Adds value building upon the Sistema’s DNA of business creation and expansion

§ Provides clear exit routes through M&A and IPO using its global relationships

40 The Opportunity

Min Investment Size $2M

Investment Period From the First Closing Date; expiring 2 years from the Final Closing Date. Incoming LPs get access to current portfolio at cost. Total Investments 5 per year 15 – 20 total portfolio investments Target Fund Size $120M - $150M hardcap Sponsor Commitment Sponsoring parent seed investment of $40m

Fund Term 8 years + optional 2 years extension

Expected Return 3x Management Fee 2%

Carried Interest 20% till 3x return 30% above 3x return

41 Appendices India – An Attractive Investment Destination

§ Fastest Growing Economy in the World § $2.2T economy (real GDP) growing at >6% per annum § $8.7T economy in PPP terms – 3rd largest after USA and China and expected to be #2 in 15 years

§ Attractive Demography § Young population with 50% <25 years of age § 7M college graduates per year with 100K from premier engineering colleges (e.g. IIT, NIT)

§ Substantial and Growing Middle Class § 156M Urban Middle and Urban Mass consumers § ~$2000 per capita spend growing at between 6-8% per annum

§ Technology Leapfrogging Traditional Businesses § 700M internet users by 2020 (2.5X of current) § 220M transacting users by 2020 (5X of current) § >5% e-tailing penetration by 2020 (4X from the current 1.5%)

§ Positive Government Policies § Make in India § Startup India § Digital India 43 Disruption is Happening Right Now in India

1 2005-06 2013-14 2016-17 Established Internet Users 40M 165M >350M Usage, Proven Real Scale (penetration) (4%) (13%) (27%) in Internet & Monetization, Mobile Subscribers 75M 867M >1B Mobile With Lower Exit Risk Smartphones < 3M 67M >200M + Imminent Imminent Explosion Data: 3G/4G Subscribers 0 56M 380M* Hyper-growth (penetration) (n/a) (5%) (38%) in Apps + Data and New Apps & Games: Market $26M $80M $450M Categories Size / No. of Downloads no data > 2.2B > 12.4B

2 Increasingly # of Tech Startups # of Accelerators # of VC Deals # of Exits # of Unicorns Attractive Climate 2005-06 >1,000 4 <100 22 0 for Great Product 2015-16 >4300 >100 >500 180 10 Companies Higher Quality & Volume in Deal Flow & Talent; Non-linear & Global Growth Potential

* Significant boost to mobile data penetration with the entrance of Reliance Jio (100M subscribers in 3 months)

Source: Nasscom India, Zinnov Consulting, Pitchbook, SAF analysis

44 India is Ranked No. 3 on the Global Unicorn List With Increasingly Faster Pace of Value Creation

India Produced 10 Unicorns in the Last Time to Billion Dollar Valuation is Shrinking 5 Years and 5 More Are in the Making (Similar to the Rest of the World)

YEARS

10

$1B 3.5 5 Years

5 12 7 Years $250M 7

9 19 9 Years $100M 10 10 Years Years to $B Valuation

Source: SAF Analysis

45 Indian Talent Pool Offers a Winning Combination of Passion And Hard Skills

§ No. 1 INDIA PASSION AGER* 2015 ranks India as the top destination 79 94% 76% for entrepreneurship amongst 44 countries 68%

§ High energy and passion across the board – GLOBAL AVERAGE from senior corporate executives to recent 51 55% 49% engineering graduates 47%

§ Joining a startup is a badge of honor INDEX RANK DESIRE STABILITY FEASABLE

EDUCATION § Engineers from IITs and NITs have taken the lead in startups (their alumni are in Google, Facebook, Twitter, etc.) § Steady supply of top tier talent; IIT capacity being enhanced to 100K graduates per year

LANGUAGE § English is the preferred language of communication § Universal language leading to formation of multi-cultural and global teams § Ability to attract best talent from across the world

* Amway Global Entrepreneurship Report 2015 46 Team Profiles Leadership Experience

Regions Years Years Total 23 Investing/BoD 10 Roles

2014 – present SSTL and MTS Russia, Board Member 2008 – 2013 Sistema Shyam TeleServices Limited, CEO 2006 – 2008 MTS, Vice President for Finance and Investment, Board Member 2004 – 2006 Comstar United Telesystems, VP of Economics and Finance 2002 – 2004 MTU-Inform, Deputy CEO of Economics and Finance, Moscow 1993 – 2001 Bain & Company Inc., Moscow/London/ Vsevolod Rozanov (45) Stockholm CFO, Sr. Vice President, SISTEMA PJSFC Education

Location Moscow, Russia 1993 Lomonosov Moscow State University, Masters Degree

48 Investing / Leadership Experience

Regions Years Years Total 31 Investing/BoD 5

Achievements

§ Managed portfolio of 3 direct investments of Sistema and acted as their Board Member: Binnopharm, Detsky Mir and Concept Club § Supervised relationships with investors of Sistema (LSE-listed), and MTS (NYSE-listed) § Opened up Russian offices of Dun & Bradstreet and AIG and built up their businesses at the early stages

Roles

2011 – 2015 Sistema, SVP / Head of Investment Portfolio 2006 – 2011 MTS, VP Andrey Terebenin (54) 2001 – 2006 Triangle Porter Novelli, MD Senior Partner, Head of Advisory, 1991 – 2001 E&Z Publishing House, Dun & Bradstreet CIS, Sistema Asia Fund Advisory AIG Russia, senior positions 1985 – 1991 Trade Representations of the USSR in Arab countries

Location New Delhi, India Education

Interests Loves diving and culture trips 1985 Moscow Institute of International Relationships, Masters Degree

49 Andrey Detailed Experience

Operational Experience

§ Managed the process of the creation of the service companies and bring them to the level of top player in industry (Russia - Dun& Bradstreet CIS, AIG Russia); § Managed the function of the Investor Relations in two of the largest public company in Russia, MTS and Sistema, and brought them to the level of trend setters in Russia; § Supervised on the holding company level the performance of three portfolio companies of Sistema (Detsky Mir, Concept Club and Binopharm). One of them, Detsky Mir, made a successful IPO in 2017 (market cap of 1.07 Billion USD at IPO)

M&A Experience

§ In the service companies (Dun& Bradstreet CIS, AIG Russia) managed the relations between JV partners and the process of streamlining of the ownership structure; § Attracted several large Asian institutional investors into MTS’ and Sistema’s shares; § In case of Detsky Mir participated in arranging a pre-IPO investment from the Russian-Chinese Investment Fund (CIC and Russian Fund for Direct Investments) in 2014.

50 Investing / Leadership Experience

Regions Years Years Total 14 Investing/BoD 9

Achievements

§ Served on the boards of 15+ portfolio companies of Kalaari as primary board member and observer § Involved with raising Kalaari Capital Fund II (US$164M) and Fund III (US$290M) § Sourced and executed 7 investments for Kalaari across 2 funds § Managed 3 exits from Kalaari portfolio in primary and support roles § Team member on multiple banker consortiums for India IPOs § Advised multiple clients on cross-border and domestic M&A and JVs

Roles

Sumit Jain (38) 2009 – 2018 Kalaari Capital, Partner Senior Partner, Managing Director, 2006 – 2009 HSBC, Associate, Investment Banking Sistema Asia Fund Advisory 2004 – 2006 BG Group, Business Analyst

Location Bangalore, India Education

2004 MBA, Finance, Marketing – IIM Calcutta, India Interests Fitness & Sports, Cars, F1 2002 B-Tech, Mining Engineering – IIT Kharagpur, India

51 Sumit Detailed Experience

Kalaari Capital § Involved with raising 2 funds including building investment thesis, capital deployment model, sector focus, due diligence and Limited Partner presentations § Developed detailed sector thesis at various points of time and aligned organizational efforts towards pursuing emerging sectors and themes - Ecommerce, Ed-Tech, AI etc § Portfolio Boards served on (Member/ Observer): Industrybuying, Triphobo, Vakilsearch, Vernacular.ai, EdgeNetworks, Mettl, Scoopwhoop, Instamojo, Simplilearn, Robosoft, Labelcorp, Haptik, Snapdeal, Power2SME, Magzter, Embibe

HSBC Investment Banking § Advised Nirma on acquiring Searles Valley Minerals, US; Gerdau on investing in SJK Steel, in JV with Kalyani Steels; Arkray (Japan) on its JV with Nicholas Piramal § Led the successful Delisting transaction of Syngenta India Ltd § Involved with IPOs of Cairn India Ltd and Oil India Ltd

BG Group § Economic analysis for upstream M&A opportunities including Reliance Industries’ upstream assets § Managing due diligence towards divesting telecom business

52 Investing Experience

Regions Years Years Total 16 Investing/BoD 9

Achievements § A decade of hands-on venture capital investing in India (Analyst to MD) § Consummate investment professional with multi-sector and multi-stage experience having experienced 3 venture cycles in India § Thesis driven investor and active portfolio manager; sourced >1000 deals, evaluated ~150 and invested in 25 deals § Well networked with ecosystem partners (VCs, Investment Bankers, Lawyers, Startups, Corporates) Roles

Dhruv Kapoor (39) Boards Wooplr, Licious, Lendingkart, Mobikon Managing Director, Sistema 2008 – 2016 Helion Venture Partners, Vice President Asia Fund Advisory 2004 – 2008 McKinsey & Co., Senior Analyst 1999 – 2001 ABN Amro Bank, Banking Executive Location New Delhi, India 1998 – 1999 OTIS Elevators, Executive

Interests Weekend golfer, Education driving enthusiast 2009 Indian School of Business, VC Development Program 2004 Symbiosis Int’l University, Masters in Int’l Business 1998 University of Delhi, B. Com. (Honors) 53 Dhruv Investment Experience

Dhruv co-led Helion’s mobile investment thesis and as an outcome helped invest in the following mobile companies. He led the diligence and played an active role in these companies as a Board Observer:

§ Ezetap - India’s leading mobile POS company. Dhruv evaluated the company at seed stage and stayed in touch with the founder for over 2 years. Eventually as a part of the mobile/payment thesis, Dhruv along with his Partner led the Series B investment. Ezetap raised up-rounds from Social Capital and JS Capital and is recognized as a disruptor in the tech space.

§ Wooplr - Leading influencer based social fashion platform. Dhruv sourced and led the Series A investment and played an active role is the company’s development (hiring, BD, MIS). Dhruv led SAF’s Series B investment in the company.

§ MoEngage - Mobile app engagement platform. Dhruv sourced and led the Series A investment and helped the company think through US expansion. MoEngage raised Series B from Exfinity Ventures.

§ RailYatri - Real time rail traffic and information app. Dhruv sourced and led Series A investment and played an active role in the company’s development.

54 Dhruv Investment Experience

Dhruv was a part of a 2-3 member deal team and led end-to-end diligence and transaction support on the following companies:

§ Azure Power – India’s 1st solar photovoltaic power generation company. Dhruv led the entire diligence process and assisted the company over multiple rounds. Azure listed on NYSE (AZRE) at $450M market cap in 2016.

§ Shubham Housing – India’s first and leading low income housing finance co. Dhruv helped his Partner lead the seed round in the company which raised up-rounds from MotilalOswal & Premji Invest.

§ BigBasket – India’s leading e-grocery company. Dhruv led the diligence for Mumbai and Hyderabad cities and was part of a 4 member diligence team. BB raised multiple up-rounds from IFC, Abraaj,Sands Capital and Alibaba.

§ Other deals where Dhruv played the role of an Analyst as part of deal team include: § EyeQ, LifeCell,Yepme, Letsbuy, CrownIt, RapidValue and MastKalandar.

55 Dhruv Operational Experience

McKinsey & Company

§ Co-led US Asset Management benchmarking survey (80 asset mangers); performed multiple responsibilities including project, client and stakeholder management § Performed strategy consulting and research assignments for financial services clients in India and US with a focus on private wealth and investment management § Designed a wealth management strategy for top tier asset management in New York § Built a family office strategy for a private bank in Mumbai § Designed a US market entry strategy for a European ultra-HNW player

ABN Amro Bank

§ Managed the import payments desk for large enterprises § Core member of ABN Amro – Bank of America integration team for which he received a Gold Medal for ensuring smooth integration of all retail accounts in record time

56 Investing / BusDev Experience

Regions Years Years Total 23 Investing/BoD 6

Achievements

§ Innovation oriented business leader with extensive marketing and sales experience § Proven track record of successful new brand and business launches in the consulting, FMCG, food & beverages, and telecom sectors in Russia, UK, Italy and India. Roles

2008 – 2017 Sistema Shyam TeleServices Limited, COO 2004 – 2008 Russian Vodka House, UK, Marketing Director 1999 – 2004 Mars Confectionery, UK, Marketing Category Manager Leonid Musatov (44) 1995 – 1999 Mars LLC, Russia, Brand Manager Director, Sistema Asia Capital 1994 – 1995 Dun & Bradstreet, Russia, Market Research Manager 1993 – 1994 Telecom Italia, Russia/Italy, Product Manager Location Singapore Education Interests Psychology, information technologies, avid tennis player 1993 Lomonosov Moscow State University, Masters Degree 1992 University of New York, International Marketing

57 Business Dev. / Experience Finance Regions Years Years Total 13 Investing/BoD 5 Achievements § Part of the core team that sold Sistema Shyam Teleservices telecom business to Reliance Communications § $500mn fundraising for PJSC Sistema through Eurobond issuance § $3bn fundraising for SSTL telecom expansion in India through ECA backed financing, mezzanine financing etc § $1.3bn debut syndicated credit facility for MTS Group

Roles 2015-2017 – Sistema Shyam Teleservices (MTS India), CFO 2015-2015 – Segezha Group, Director, Corporate Finance Ilya Kosolapov (34) 2011-2015 – PJSC Sistema, Director, Corporate Finance and Investments Director, Sistema Asia Capital 2008-2011 - Sistema Shyam Teleservices (MTS India), Director, CorpFin and Treasury 2005-’08, MTS Group, Head of Cash and Risk Mgt at Treasury, Projects Director, M&A Location Singapore 2004-2005, BDO Russia, Assistant Auditor, Oil&Gas Department

Interests Adventure sports and Education 2004 Master’s degree in Finance, Russian Economic University n.a. Plekhanov, Moscow scuba diving 2002 Bachelor’ degree in Economics, Volgograd State Technical University, Volgograd

58 Operations / Investing Experience

Regions Years Years Total 14 Investing 2

Achievements § Led the entire transaction to acquire Shyam Telelink; personally responsible for all statutory and regulatory compliances § Managed and grew Pan India P&L by 2X for SSTL’s post paid data business & channel alliances with laptop OEMs § Consulted marquee Russian companies (Sistema, Ural Mining & Metallurgical Company, MetroVagon Masch Zavod, May Tea Company) on international trade business issues § Was awarded a letter of gratitude in 2010 by then Russian Prime Minister H.E. Vladimir Putin

Roles

2014 – 2015 Liaison office of J.S.F.C Sistema, Deputy Chief Vivan Sehgal (34) Representative in India Director, Insitel/Sistema Asia Fund 2011 – 2014 SSTL (MTS India), Head of Data Postpaid at Corporate Center Advisory 2007 – 2011 Sistema Liaison Office, Analyst, India 2003 – 2007 Allmas Exports, Director Location New Delhi, India Education

Interests Respectable blues guitar player 2006 Indian Institute of Planning & Management, PG Diploma and football fan 2004 Delhi University, Bachelor of Arts

59 Operations Experience

Regions Years Years Total 12 Investing 2

Achievements

§ Successfully worked in a team that was awarded one of the largest global institutional allocations to India funds in 2008 and 2012-2015 respectively § Built deep and trusted working relationships in Indian fund management ecosystem § Knack of starting asset management business from scratch

Roles

Tejash Prajapati (38) 2011 – 2016 Enam Asset Management, Director, Singapore Director, Sistema Asia Fund 2008 – 2011 Reliance Asset Management, Senior Manager, Singapore (Fund Management & Administration) 2005 – 2007 Marshal Fund Partners, Investment Analyst, Singapore

Location Singapore Education

Interests Likes helping people, leisure 2004 Middlesex University, Masters in Finance swimmer 2000 M.S. University of Baroda, BE (Engineering)

60 www.sistemaasiacapital.com

Contacts Andrey Terebenin Senior Partner, Sistema Asia Fund Advisory Email: [email protected] Tel: +91 99 1099 9572