Engro Fertilizers Limited

0 Table of Contents

S. No. Contents Page Number 1 Introduction 2 2 Milestones 3 3 Products 4 4 National Outreach 5 5 Corporate Achievements 6 6 Risks and Mitigants 7 7 Financial Trends 8 8 Key Highlights 9 9 Directors Profiles 10-11 10 Appendix 12-17

1 EFERT– Introduction

. Limited (listed on all 3 stock exchanges of ), is an 86% owned subsidiary of (ENGRO), which is involved in the business of manufacturing and marketing of urea and NPK (compound) fertilizers. . EFERT is Pakistan’s largest urea player in terms of capacity, with Engro Urea as Pakistan’s oldest domestic urea brand. Over the Profitability Trend years, production capacity of its base plant has been enhanced from 173 kt/year to 975 kt/year through various projects including a relocation from USA. (PkRmn) (PkRmn) . In 2010, it completed construction of the EnVen project which at that time was the world’s largest single train urea plant, adding 70,000 10,000 1.3mn tpa of urea production capacity, making world’s 5th largest urea production site . As per Fertilizer Policy 2001, EnVen (COD: 2011) was contracted to receive feedstock gas from the SNGPL network at 60,000 8,000 US$0.70/mmbtu for 10yrs (vs. normal pricing of US$4.2/mmbtu). After a gap of 04 years, with delays due to GoP back tracking, 50,000 6,000 EFERT has received confirmation of concessionary gas pricing in Mar’15. . EFERT has entered into an agreement with GENCO II (endorsed by ECC) to install compressors for Guddu Power Plant at its cost. In 40,000 4,000 lieu of this it is understood that 60MMSCFD of Guddu gas will continue to flow to EFERT till December 2015. 30,000 2,000 . During 2015 , Engro Eximp’s trading arm is being sold to EFERT (subject to shareholders approval), after which the Company will also be engaged in import and marketing of phosphate based fertilizers (DAP & MAP) and micronutirents. 20,000 - 10,000 (2,000) . EFERT has posted all-time high sales of PkR61.42bn in CY14.

. In CY14 alone, revenue grew by 23%YoY on account of 1) 16%YoY volumetric growth - (4,000) 2010 2011 2012 2013 2014 Revenues in offtake to 1.82mn tons urea sold in CY14 and 2) increase in urea prices by 5%YoY.

. Production dropped in CY12 to 974k tons (2 plant operational for just 45 days due to Sales (PkRmn) Profit / (loss) after taxation gas curtailment) but has since increased with a CAGR of 37% after gas supply issues were resolved with the GoP EFERT: Profitability Margin trend . Proactive management has reduced D/E to 1.3x in CY14 vs. 4x in CY12. As a result, financial charges reduced by 33%YoY in CY14 which can further improve in lower EFERT: Key Financial Ratios interest rate environment 2012 2013 2014 Debt Profile . With debt covenants met in 3Q14, EFERT has initiated dividend payments announcing a full year dividend of PkR3.0/sh. Sales (3-Yr CAGR) 1% 38% 25% . At the same time, lower debt can lead to Shariah compliance where domestic Earnings (3-Yr CAGR) -211% 14% 21% Islamic mutual funds can start adding EFERT, thereby leading to improved price discovery. Gross Margins 32% 44% 37% Operating Margins 22% 37% 30% . Last 5-yr GMs average of 43% is reflective of strong pricing power. This has been buttressed by the higher efficiency of the EnVen plant Net Margins -10% 11% 13%

Earning Drivers . CY14 profits were up 49%YoY to PkR8.2bn in CY14 Source: Company Reports . EFERT has signed long term GSA with E&P companies to receive additional gas from dedicated gas fields, giving EFert more more sustainability.

2 EFERT - Milestones

Milestones leading up to EFERT…

1965 1978 2013 2007 Successful IPO The company Esso Pakistan 2010 2015 was Construction Fertilizer 1991 Enven plant During CY15 incorporated of World’s Company Exxon divests started Engro Corp. is as Esso largest single- Limited its equity from producing selling its Pakistan 1968 train urea 2011 renamed as fertilizer urea trading arm Fertilizer Urea plant 1993 plant started Enven 1964 Exxon business demerger of Engro Eximp 1957 Limited, to commissioned; Completion of capitalized Signed Chemical globally; the Engro (the single manufacture largest Pakven 600 – and started agreement Pakistan company is Chemcial largest Mari gas field and market foreign commercial with the Limited renamed as Engro’s first Pakistan Ltd. importer of discovered by fertilizer investment in production government Engro post start-up & transfer of phosphate Esso Mobil private sector to set up a Chemical expansion fertilizer fertilizers in Joint Venture in the history urea plant Pakistan project results business to a Pakistan) to of Pakistan with an Limited in increase in separate Engro annual through an production company, Fertilizers*. capacity from capacity of employee led Engro 268KT to 173,000 tons buyout Fertilizer Ltd. 600KT per annum. Engro Chemcial renamed Engro Corp. with the holding company structure

Source: Company Reports * Subject to approval at AGMs of Ecorp and EFert

3 EFERT - Products

Widest spectrum of products in the country

One of the largest Leading brand in Premium fertilizer distributors of DAP the micro-nutrient designed for Pakistan’s first in Pakistan One of the highest categoryLargest Importer urban markets Company to market shares in of DAP in Pakistan produce Urea

Only branded NPK Pakistan’s first One of the highest fertilizer in Company to market shares in Pakistan produce Urea lower Sindh

4 EFERT– National Outreach

. 90-120 warehouses across Pakistan . Spreading over 300 cities and towns . Reaching out 1.5mn farmers

5 EFERT – Corporate Achievements

Major Awards & Innovations Engro Urea Zingro Best Coordinator Silver for Green Brands of Brands of Achieve- Office by the Year the Year ment WWF Finland 2010 2010 2012 2014

• 3rd out of 63 Amongst the Safety & Fire Safety Companies Top 5 Sustainability in IFA safety Employers in Award Award Survey Pakistan 2013 2013 • 2014 2013

Achievements in Key Safety Initiatives • EFERT head office awarded fire safety award by National Forum for Environment and Health - 2013 • EFERT Safety Management System at the Daharki plant is the only fertilizer site worldwide to have achieved a Level 4 Rating from Dupont - 2013 • British Safety Council Third Party Audit conducted and 4 Star rating achieved. (Daharki) - 2014 Impact of CSR Initiatives (2014) • A total of over 20K+ patients treated. • Sahara Clinics, Daharki: 13K+ • Snake-bite Vaccination: 9.6K+ • Total Students under education of EFERT & EPQL program: 30K+ 6 EFERT – Risks & Mitigants

Gas Availability . The Fertilizer sector competes with the power, industrial and domestic sectors for gas supply with order of preference being Domestic, power, general industries and cement sector. Allocation of gas is dependent on Government policy. Risks are mitigated by signing of long-term GSAs with the E&P companies. . Currently the company has guaranteed gas supply for one plant from Mari gas fields, and has entered into an agreement with Genco II (endorsed by ECC) under which 60MMSCFD of Guddu gas will continue to flow to EFERT till December 2015 . Gas Price Increase . Local urea prices already at a discount to int’l urea prices which gives room for price increase . Rupee devaluation against US$ to further provide room to increase local urea prices . Concessionary gas made available to EnVen plant Foreign Exchange Impact . This could have an adverse impact on the Company considering that it has obtained US$ denominated loans.. However, this is mitigated by 1) the company having partially hedged its exposure against FX denominated borrowings through forward contracts & FX options ; 2) recent conversion of IFC loan further reducing USD Debt; and 3) rupee devaluation which will also increase the landed cost of imported urea; providing fertilizer manufacturers with more room for increasing prices. The foreign exchange loans have come down to USD 123 m from a peak of USD 315m in 2011 Interest Rate Risks . EFERT’s profitability can be impacted by 1) increase in domestic interest rates and 2) PkR depreciation vs. the US$. However, mitigating factors exist as Pakistan is in the midst of a monetary easing cycle . Urea Imports . While int’l urea prices are at a premium to local prices, the GoP has resorted to imports from time to time. Propensity to import can increase if gas is diverted away from the fertilizer sector and/or int’l urea prices further reduce. Floods/Natural Disaster . Agriculture growth has been volatile over the last 5yrs on instances of flooding. However, strong GoP support has led to resilient farmer incomes that has not affected demand for fertilizers. Also, usually flooding can yield positive effects the following year as farmers benefit from the replenished water tables and increased soil fertility.

7 EFERT – Financial Trends

Positive Trend in Topline & Bottomline… …reflecting in return metrices!

(PkRmn) 70,000 25.00% 32% 60,000 20.00% 22% 15.00% 50,000 12% 10.00% 40,000 2% 5.00% 30,000 -8% 0.00% 20,000 -5.00% -18% 10,000 -10.00% -28% - -15.00% CY10 CY11 CY12 CY13 CY14 CY10 CY11 CY12 CY13 CY14 Return on Assets (RoA) Return on Equity (RoE) Net Sales Net Margins Increasing profitability due to improved gas supply

Swift Deleveraging… …leading to lower financial charges!

(PkR mn) Times (PkR mn) (PkR mn) 75,000 12,000 75,000 6.0

60,000 10,000 60,000 5.0 8,000 4.0 45,000 45,000 3.0 6,000 30,000 30,000 2.0 4,000 15,000 15,000 1.0 2,000

- - - -

CY10 CY11 CY12 CY13 CY14

CY11 CY12 CY13 CY14 Long Term Debt Debt to Equity CY10 Long Term Debt Finance Costs (RHS)

Strong cash flow position vindicated by first ever DPS (PkR3.00) in in CY14 Existing long term debt matures in 2019 8 EFERT – Key Highlights

No. 2 in market 5yr production Experienced share (32%) after CAGR of 13% on management. Fauji improved gas Operational supply experience spanning 5 decades

With debt covenants Recent confirmation of Long term gas supply met in 3Q14, EFERT has concessionary gas supply agreements with initiated dividend for EnVen E&P companies to payments announcing a (US$0.7/mmbtu) can increase urea full year dividend of further improve production PkR3.0/sh. profitability

Strategic location (near Swift deleveraging agricultural belt) During 2015 , Engro (Debt has reduced Eximp’s trading arm supplements vast by 34% since CY11) distribution network is being sold to supplemented by EFERT (subject to underpinned by strong lower interest rates brand identity and shareholders resonance with farmers approval) 9 EFERT– Directors Profiles

Mr. Muhammad Aliuddin Ansari – Chairman

Muhammad Aliuddin Ansari is the President & Chief Executive Officer of Engro Corporation since May 2012. He is a graduate of Business Administration with a specialization in Finance & Investments. Ali started his career as an Investment Manager at Bank of America in London which later became Worldinvest after a management buyout. Prior to joining Engro, he has also worked as CEO Pakistan and later as COO Emerging Europe for Credit Lyonnais Securities Asia (CLSA). He has also worked as CEO AKD Securities and was instrumental in launching Online Trading, Venture Capital and Private Equity investments. In 2006 he partnered with an Oil & Gas company to form Dewan Drilling, Pakistan’s first independent Drilling company which he led as its CEO before joining Engro. Ali is a member of the Board of Directors of Engro Corporation Limited and the Chairman of Engro Corporation’s subsidiaries along with being a member on Sindh Engro Coal Mining Company, Dewan Drilling Limited, Pakistan Chemical & Energy Sector Skill Development Company, Pakistan Business Council. He has chaired a number of SECP committees, NCCPL and also served on the Boards of the Stock Exchange, Dawood Hercules Corporation Limited, Hubco, and Al Meezan Investment Management amongst others. He joined the Engro Corp. Board in 2009.

Mr. Ruhail Mohammad - Chief Executive Officer

Ruhail Mohammed is currently the Chief Executive Officer of Engro Fertilizers Limited. Prior to his current position, he was the Chief Financial Officer of Engro Corporation Limited and also the Chief Executive Officer of Engro Powergen Limited. He holds an MBA degree in Finance from the Institute of Business Administration Karachi, and is also a Chartered Financial Analyst (USA). Ruhail has 25 years of Financial & Commercial experience and prior to becoming CEO has worked in areas such as treasury, commodity & currency trading, derivatives, merger & acquisitions, risk management, strategy & financial planning. He has worked in these areas in Pakistan, UAE and Europe. He is on the Board of Engro Corporation Limited and its various subsidiaries. In addition, he is also on the Boards of Limited, Sindh Board of Investment and Pakhtunkhwa Energy Development Organization.

Mr. Shabbir Hashmi - Director Shabbir Hashmi is an engineer from DCET, Pakistan and holds an MBA from J.F. Kennedy University, USA. He has more than 25 years of project finance and private equity experience. Until recently he led the regional operations of Actis Capital (formerly CDC Group Plc) for Pakistan and Bangladesh. Prior to joining Actis he worked for 8 years with the World Bank and USAID specializing in the energy sector. He is also Chairman of Cyan Limited. A CDC nominee in 2001-02 on the Engro Board, he has been serving as an independent Director on the Board since 2010.

Mr. Abdul Samad Dawood - Director Abdul Samad is a graduate in Economics from University College London, UK and a Certified Director of Corporate Governance from the Pakistan Institute of Corporate Governance. He is the CEO of Dawood Corporation Private Limited and Patek (Private) Limited. He is also a Director on the Board of Dawood Hercules Corporation Limited, The Hub Power Company Limited, Dawood Lawrencepur Limited, Engro Foods Limited, DH Fertilizers Limited, Tenaga Generasi Limited, and Pebbles (Private) Limited. He is a member of Young President Organization, Pakistan Chapter. He joined the Board in 2009.

10 EFERT– Directors Profiles

Mr. Khalid S. Subhani – Director Khalid S. Subhani is the President and Chief Executive Officer for & Chemicals Limited, and Senior Vice President for Engro Corporation Limited. He is a Director on the Boards of Engro Corporation Limited, Engro Fertilizers Limited, Engro EXIMP Private Limited, Engro Polymer & Chemicals Limited, The Hub Power Company Limited and Laraib Energy Limited. He is Chairman of the Board of Engro Polymer Trading (Pvt) Ltd. He has also served as Chairman of the Board of Avanceon in the past. Mr. Subhani began his career in the Manufacturing Division at Exxon Chemical Pakistan Limited in 1983 and has held a variety of leadership roles within the Company, including long term assignment with Esso Chemical Canada. He has served as Manager for New Projects, General Manager for Operations, Vice President for Manufacturing, Senior Vice President for Manufacturing and New Ventures and as President & Chief Executive Officer for Engro Fertilizers Limited. He is a member of the Pakistan Engineering Council, Business Advisory Council of the Society for Human Resource Management (SHRM) Forum Pakistan, Academic Council of Institute of Business Administration – , Faculty Selection Board of Institute of Business Administration - Sukkur, Standing Committee on Environment of Federation of Pakistan Chambers of Commerce & Industry, as well as on the Management Committee of Overseas Investors Chamber of Commerce & Industry (OICCI). He graduated from NED University of Engineering and Technology, Pakistan with a degree in Chemical Engineering and has completed programs on advance management from MIT and Hass School of Business Management, University of Berkeley, USA. He and his wife have two daughters and a son.

Mr. Javed Akbar - Director Javed Akbar has undergraduate and post-graduate qualification in Chemical Engineering from the United Kingdom, and has over 40 years of experience in fertilizer and chemical business with Exxon, Engro and Vopak. He has managed Exxon and Engro fertilizer plants and their expansions in Pakistan, worked in Exxon's Chemical Technology divisions in USA and Canada, and served as Human Resources Manager in Exxon Pakistan. He was part of the buyout team when Exxon divested its stake in Engro. Prior to his retirement in 2006, he was Chief Executive of Engro Vopak Terminal Limited, a joint venture between Engro and Royal Vopak of Holland. After his retirement, he established a consulting company specializing in analyzing and forecasting petroleum, petrochemical and energy industry trends and providing strategic insight. He is on the boards of Dawood Hercules Corporation Limited, DH Fertilizer Limited, Engro Fertilizers Limited, Engro Powergen Limited, Engro Powergen Qadirpur Limited, Engro Vopak Terminal Limited, and Javed Akbar Associates (Private) Limited. He also serves on the panel of Energy Experts Group and environmental experts of Sindh Environmental Protection Agency.

Ms. Naz Khan – Director Naz Khan is the Chief Financial Officer at Engro Corporation Limited. Prior to her current position, she also worked as Chief Executive Officer of KASB Funds Limited. Her association with Pakistan’s capital markets spans over 19 years during which she has been actively involved in primary as well as secondary markets for both debt and equity securities. She has also held key positions of Executive Director, Head of Money Market and Fixed Income, Head of Investment Advisory Division and Co-Head of Investment Banking Division at KASB Securities Limited, where she led major capital market transactions on the debt and equity side. Ms. Khan has also worked as a consultant for the Asian Development Bank on Mortgage Backed Securities. She is a graduate from Mount Holyoke College, MA, USA.

Mr. Shahid Ahmed Pracha - Director Mr. Pracha chairs the Board of DH Fertilizers Limited, Dawood Lawrencepur Limited, Tenaga Generasi Limited and Reon Limited. In addition to Engro Fertilizers Limited, he is a Director on the Boards of Engro Corporation Limited, Hub Power Company Limited, Engro Powergen Limited, Engro Powergen Qadirpur Limited, and e2e Business Enterprises (Private) Limited. He recently retired as Chief Executive of Dawood Hercules Corporation Limited and has also served as the CEO of The Dawood Foundation, the philanthropic arm of the Dawood Hercules Group. Whilst in that role, he was concurrently the first CEO of The Karachi Education Initiative, the sponsoring entity of the Karachi School for Business & Leadership. Mr. Pracha is a graduate electrical engineer from the University of Salford, UK and prior to joining the Dawood Hercules Group, spent a major part of his career with ICI Plc’s Pakistan operations in a variety of senior roles including a period of international secondment with the parent company in the UK.

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Appendix

Key Financial Data

EFERT – Key Ratios

Ratios 2010 2011 2012 2013 2014 Profitability Ratios Gross Profit ratio % 46.85 53.37 32.20 44.13 36.80 Net Profit/(loss) to sales % 19.61 14.63 (9.58) 10.97 13.36 EBITDA margin to sales % 38.73 56.37 38.34 43.91 37.89 Return on Equity % 27.34 28.45 (17.05) 26.90 27.57 Return on Capital Employed % 5.88 14.02 9.13 17.06 22.81

Liquidity Ratios Current ratio Times 0.83 0.81 0.55 1.34 1.02 Quick / Acid ratio Times 0.77 0.71 0.48 1.28 0.99 Cash to Current Liabilities Times 0.11 0.03 0.09 0.20 0.12 Cash flow from Operations to Sales Times 0.23 0.30 0.21 0.49 0.31

Activity / Turnover Ratios No. of Days Inventory Days 32 34 31 20 12 Inventory turnover Times 11.28 10.70 11.78 18.25 31.28 Total Assets turnover ratio 0.19 0.31 0.31 0.46 0.55 Fixed Assets turnover ratio 0.23 0.36 0.37 0.63 0.82

Investment / Market Ratios Earnings per Share (Restated) PkR/share 3.29 4.05 (2.59) 4.66 6.29 Earnings per Share (Historical) PkR/share 3.48 4.28 (2.74) 4.66 6.29 Breakup value per share* PkR/share 12.71 17.35 14.73 19.32 26.15

Investment / Market Ratios Debt to Capital ratio % 84 79 81 70 56 Interest Cover ratio Times 0.90 1.90 0.63 1.97 2.80

Soruce: Company Reports * Calculated on the basis of revised paid up share capital including 75mn shares issued through IPO 13 EFERT– Income Statement

Income Statement (PkRmn) 2010 2011 2012 2013 2014 Sales 19,018 31,353 30,627 50,129 61,425 Cost of Sales 10,109 14,620 20,766 28,008 38,822 Gross Profit 8,909 16,733 9,861 22,121 22,603 Selling & Distribution Expenses 1,727 2,245 2,500 3,511 4,441 Administrative Expenses 567 549 583 601 772 Other Operating Expenses 516 582 406 858 1,318 Other Income 458 1,164 379 1,151 2,449 Operating Profit / (Loss) 6,557 14,521 6,751 18,302 18,520 Finance Cost 1,351 7,644 10,703 9,918 6,625 Profit / (Loss) before taxation 5,206 6,877 (3,952) 8,384 11,895 Taxation 1,476 2,289 (1,017) 2,887 3,687 Profit / (Loss) after taxation 3,730 4,588 (2,935) 5,497 8,208 Source: Company Reports

14 EFERT – Balance Sheet

Balance Sheet (PkRmn) 2010 2011 2012 2013 2014 Equity Share Capital 10,728 10,728 10,728 12,228 13,183 Advance Against Issue of Shares - - - 2,119 - Share Premium 11 11 11 11 2,261 Employee Share Option Compensation Reserve 59 58 - - - Hedging Reserve (887) (498) (324) (148) (40) Re-measurement of Post Employee Benefits - - - (21) (14) Unappropriated Profit 3,729 8,317 5,383 10,880 19,088 Dividend Total Equity 13,640 18,616 15,798 25,069 34,478 Liabilities Non-current liabilities Borrowings 62,660 56,398 48,482 52,896 36,091 Subordinated Loan From Holding Company 1,500 3,000 3,000 3,000 - Derivative Financial Instrument 1,062 545 498 1,531 7 Deferred Liabilities 2,581 4,521 3,381 4,655 5,227 Employee Housing Subsidy 348 19 - - - Retirement & Other Service Benefits 54 87 99 104 113 Total Non-Current Liabilities 68,205 64,570 55,460 62,186 41,438 Current Liabilities Trade & Other Payables 3,911 5,154 7,957 18,012 24,472 Accrued Interest & Markup 1,982 2,088 1,788 1,480 1,362 Taxes Payable - - - - 676 Current Portion of: Borrowings 8,652 9,987 14,896 2,924 7,913 Other Service Benefits Obligations 21 33 40 44 43 Short-term Borrowings 970 4 1,000 - - Derivative Financial Instrument 673 425 566 213 1,090 Total Current Liabilities 16,209 17,691 26,247 22,673 35,556 Total Liabilities 84,414 82,261 81,707 84,859 76,994 Total Liabilities & Equity 98,054 100,877 97,505 109,928 111,472 Source: Company Reports 15 EFERT – Balance Sheet

Assets 2010 2011 2012 2013 2014 Non-Current Assets Plant, Property & Equipment 84,370 86,332 82,878 79,315 74,963 Intangible Assets 149 135 162 138 118 Long-term Loans & Advances 112 73 84 109 94

Total Non-Current Assets 84,631 86,540 83,124 79,562 75,175 Current Assets Stores, Spares & Loose Tools 3,392 4,210 4,107 4,369 4,714 Stock-in-trade 896 1,834 1,687 1,382 1,101 Trade Debts 353 142 1,046 758 757 Deferred Employee Compensation Expense 4 - - - - Derivative Financial Instruments 3 184 1 130 - Loans, Advances Deposits & Prepayments 2,609 1,411 395 626 433 Other Receivables 108 192 61 28 28 Taxes Recoverable 1,770 1,869 2,000 557 - Short term Investments 2,452 3,902 2,635 18,058 25,076 Cash & Bank Balances 1,836 593 2,449 4,458 4,188 Total Current Assets 13,423 14,337 14,381 30,366 36,297 Total Assets 98,054 100,877 97,505 109,928 111,472 Source: Company Reports 16 Disclaimer

The information contained in this presentation is given without any liability whatsoever to Engro Fertilizers Limited or their respective members, directors, officers or employees (collectively “EFERT") for any loss whatsoever arising from any use of this presentation or its contents or otherwise. No representation or warranty, express or implied, is made or given by EFERT as to the accuracy, completeness or fairness of the information or opinions contained in this presentation. In particular, no representation or warranty is made that any projection, forecast, calculation, forward-looking statement, assumption or estimate contained in this presentation should or will be achieved. There is a substantial likelihood that at least some, if not all, of the forward-looking statements included in this presentation will prove to be inaccurate, possibly to a significant degree.

In considering any performance data contained herein, each recipient of this presentation should bear in mind that past performance is not indicative of future results. Nothing contained herein should be deemed to be a prediction or projection of future performance.

The information contained in this presentation does not constitute investment, legal, tax or accounting advice. Recipients of this presentation should conduct their own due diligence and other enquiries in relation to such information and consult with their own professional advisors as to the accuracy and application of the information contained in this presentation and for advice relating to any legal, tax or accounting issues relating to a potential investment in the regions described. This presentation does not constitute a recommendation to invest in the regions described.

Certain information contained in this presentation concerning economic trends and performance are based on or derived from information provided by independent third party sources. EFERT cannot guarantee the accuracy of such information and has not independently verified the assumptions on which such information is based. EFERT disclaims any responsibility for any errors or omissions in such information, including the financial calculations, projection, and forecasts in this presentation. This presentation has been prepared at the request of investors and does not constitute or form part of, and should not be construed as, or relied upon in respect of, any offer for sale or subscription of, or solicitation of any offer to purchase or subscribe for any securities of EFert. This presentation is not an offer to the public or a class thereof to subscribe for any securities and any such offer, subscription or solicitation will be made by means of an offering document to be issued by EFERT in connection with any such offering and any decision to purchase or subscribe should be made solely on the basis of the information contained in such offering document.

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