2019 19 RESUL SULTS S PRESENT SENTATIO ION
26 SEPTEMBER 2019
2019 19 RESUL SULTS S PRESENT SENTATIO ION 26 SEPTEMBER 2019 0 - - PowerPoint PPT Presentation
2019 19 RESUL SULTS S PRESENT SENTATIO ION 26 SEPTEMBER 2019 0 Introduction Portfolio overview C O N T E N T S Valuation overview Liquidity analysis Conclusion 1 Market conditions, cost pressures and uncertainty provide a tough
26 SEPTEMBER 2019
1
I m p a c t o f k e y m a r k e t d r i v e r s Key drivers rs impacti ting g top-line performance…
0.0 2.0 4.0 6.0 8.0 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Quarterly growth (%)
Quarte rterly rly GDP growth h (%) Fund VI
6.0 8.0 10.0 12.0 14.0 16.0 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Average USDZAR
Foreign ign Exchange hange Rate Fund VI
Key cost of sales drivers…
17.0 18.1 19.6 25.0 31.9 42.2 50.3 58.5 62.8 67.6 75.4 81.8 82.5 10.0 30.0 50.0 70.0 90.0 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Average price c/kWh sold
Electric ricity ity price Fund VI
2011 - 2018 CAGR:
10.0% 0%
2011 - 2018 CAGR:
9.0% 9.0%
2
500 700 900 1100 1300 1500 1700 1900 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 Price (95ul; coastal; c/l)
Petrol
2011 - 2018 CAGR:
6.2% 6.2%
Fund VI
52,000 52,500 53,000 53,500 54,000 54,500 55,000 55,500 56,000 56,500 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
Annu nual l GDP per capita ita (ZAR) Fund VI
MM Fund MM Fund MM Fund MM Fund MM Fund
3
U p d a t e o n a f u n d b y f u n d b a s i s
Larg rge Equi uity ty Mid Marke rket Mezz zzani nine ne Ai Ai
Autozone, Twinsaver and Eazi Access remain under pressure
issues in Malawi
Invested ted
ZAR2.1bn in new investments ZAR500m in follow on capital
Raised
ZAR2bn for Fund VII R254m for EMP3 R640m for Ai Fund I
# of Portfolio Companies
NAV per Share
Growth in NAV per share
EV / EBITDA
(Actual)
Capital Invested
Capital Invested
(Proforma)
Net Debt / EBITDA
(Actual)
Total Assets
Proforma invested capital
(as % of Total Assets)
K e y p e r f o r m a n c e m e t r i c s
4
5
3% 30% 26% 12% 10% 4% 15% Banking Consumer goods FinTech Industrials Media MedTech Telco services 60% 40% South Africa Sub Saharan Africa Exposure to 19 portfolio companies across various sectors and vintages Invested Capital by sector / geography
P o r t f o l i o o v e r v i e w
6
712 867 Net new investments
F u n d i n v e s t m e n t s i n 2 0 1 9
7
Assets owned for less than one year Assets owned for more than one year 18% 36% 46%
Cash Assets < 1yr Assets > 1 yr
P o r t f o l i o c o m p o s i t i o n
8
P o r t f o l i o c o m p a n y o v e r v i e w
Blue e chip ip custom stomer er base se
Airtel Africa, MTN, Orange, Vodafone and Safaricom, amongst others
Balan lance ced d portfoli tfolio expo posu sure re
No single country has more than 27% of total number of towers
Operati rating effic icien iencie cies
EBITDA margin increased from 30% to >50%
Ann nnuit ity y profi file le
New lease contracts typically entered into for a 10 year duration
Pan-reg regio ional l prese sence ce
Presence across Ghana, Uganda, Kenya, Burkina Faso and Niger Increasingly connected populations
(Data & Voice)
Multi-currency exposure
Key ey inve vestmen stment t theme emes
Inves estmen ent t / E Exit date ate: June 2015 / October 2019 Ethos
sortiu tium ow
ersh ship ip: 14.4% Busin sines ess: Telecommunications Fund d VI Inves ested ed Capital ital: R405m Ethos
ersh ship: 4.8% Gross ss ret eturns s (ZAR): ): 2.4x TMB / 23.4% IRR
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Eaton Towers is a leading independent pan-African tower company with over 5,000 tower sites across five countries
Pan-African Footprint Scalable business model
P o r t f o l i o c o m p a n y o v e r v i e w
Acce ccess ssib ible le custome stomer base se
Access to +650m mobile subscribers
Dail ily adv dvan ance ces
+$5m advances distributed daily, with over 6 million transactions per day (US$799m advanced YTD vs US$566m in 2018)
Stron
g finan anci cial al perfo formance
Y-o-Y LfL EBITDA growth LTM June 2019
Defa fault ult rates es
Lowest default rates in the industry and the highest service penetration
Glob
al prese sence
Presence across 4 continents and >25 countries (most of which are in sub-Saharan Africa) – six new deployments since May 2018 Increasingly connected populations Rising consumer spending Ai and hyper decision- making Financial Inclusion
Key ey inve vestmen stment t theme emes
1.7 billion adults remain unbanked* 67% 67%* of unbanked adults have access to a m mobile phone
Channel VAS aims to provide the underbanked in emerging markets with
mobile access to financial services through impactful technologies
* The Global Findex Database 2017
Date ate of inves estmen ent October 2018 % o
ested ted Capital ital 26% Tota
l Ethos
ersh ship ip 17.5% (increasing to 20%) % o
21% EC Inves ested ed Capital ital R372m Curren ent t va valuation tion R408m (1.14x TMB) LTM Retu eturn +R53m (14%) Dividends received, valuation largely unchanged
10
Channel VAS provides Airtime Credit Services and Mobile Financial Services to prepaid mobile subscribers through MNOs
LTM change in NAV:
+R53m 3m
% of Ethos Capital NAV:
21% 21%
Date ate of inves estmen ent October 2017 % o
ested ted Capita ital: 13% Tota
l Ethos
ersh ship ip 27.6% % o
11% EC Inves ested ed Capital ital R185m Curren ent t va valuation tion: R202m (1.10x TMB) LTM Retu eturn +R9m (5%) Multiple unchanged, gearing benefit
P o r t f o l i o c o m p a n y o v e r v i e w
Constr tructin ing New Wareh rehou
se Faci cili lity ty ERP & WMS System stem
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KEY EY HIGHLIG IGHTS
Weak economic environment adversely impacted end customers Service level challenges, recent improvements point to greenshoots ✓ Relatively strong financial performance in a difficult market, focus on new product strategies to drive growth ✓ COO appointed ✓ Full strategy review & operating model re-assessment completed ✓ Operational projects to improve service levels and enhance efficiencies
✓ All the above projects to be funded by internally generated cashflows ✓ Delivered 1st B-BBEE rating in FY2018. This year rating was enhanced the business achieved a Level 4 rating
“1 Box”
Allows Kevro to consolidate into one site; expected to drive efficiencies Integr tegrate ate Ops & System ems
decision-making processes
LTM change in NAV:
+R9m
% of Ethos Capital NAV:
11% 11%
P o r t f o l i o c o m p a n y o v e r v i e w
12
KEY EY HIGHLIG IGHTS
Weak advertising market (industry radio and outdoor advertising spend both down YoY) Most corporate advertising budgets have been cut Lower occupancy in static billboards offset to some extent by the performance of digital billboards ✓ Relatively strong financial performance given difficult operating conditions ✓ Market share gains in broadcasting limited the revenue decline ✓ Significant investment (LTM and going forward) in digital billboards ✓ Sold SK Entertainment (proceeds used to repay debt) ✓ Unbundled SK Theatres (movies business) to shareholders, new Chairman, CEO and CFO ✓ Strategic review and operating model changes in SKT resulted in significant improvement in YoY profitability
Digiti itizatio zation of Outdo door bill llbo boards ards Mar arket et share are
Growth in radio market share in broadcasting was a significant positive in 2019
Strate ategic ic re-fo focu cus
Sold SKE and unbundled SKT to create a focussed broadcasting and outdoor advertising business Capital expenditure in digitising billboards and creating “new age” solutions for advertisers showing good momentum
Date ate of inves estmen ent December 2017 % o
ested ted Capita ital: 12% (including SKT) Tota
l Ethos
ersh ship ip 19.9% + 5.0% (EC) % o
10% (including SKT) EC capital ital inves estme tment R172m Curren ent t va valuation tion: R194m (1.13x TMB) LTM Retu eturn +R6m Primedia largely flat, SKT value increase
LTM change in NAV:
+R6m
% of Ethos Capital NAV:
10% 10%
P o r t f o l i o c o m p a n y o v e r v i e w
Growth in Africa’s data consumption
Mar arket et oppo portu tunity ity
bn
The B2B service market is growing faster than any other segment of ICT in SSA
Growth wth in FTTX TTX connec ection tions
SSA severely underserved outside SA; FTTX connections projected to grow three-fold to 2020 KEY EY HIGHLIG IGHTS
Delayed implementation of Gondwana acquisition primarily due to regulatory challenges – likely to close in October 2019 ✓ Strong growth year on year with increased market share ✓ Appointed Group CFO and Head of Product Innovation ✓ Business successfully delivered its 1st B-BBEE rating under the ICT Codes and obtained a level 4 rating ✓ Investment in new sales force - strong momentum in delivering against sales targets (87% of target achieved in 6 months) ✓ Strategic review and operational model assessment project being scoped and will be completed by end January 2020 ✓ Strong acquisition targets pipeline: – Zambia – Kenya
SSA pres esen ence
Countries CAGR to 2021
13
Date ate of inves estmen ent February 2018 % o
ested ted Capita ital: 11% Tota
l Ethos
ersh ship ip 31% (inc. to >65%) % o
9% EC Inves ested ed Capital ital R26m (+R152m) Curren ent t va valuation tion: R28m (1.07x TMB) LTM Retu eturn +R2m (+7%) Effectively held at cost of investment
LTM change in NAV:
+R2m
% of Ethos Capital NAV:
9% 9%
P o r t f o l i o c o m p a n y o v e r v i e w
Healthy althy M&A &A pipe peli line e across ross vario ious s geog
aphie hies
1x acquis isit itio ion n completed,
additional opportunities being assessed
Synerlytic Lab footprint Agent labs
Ai capa pabil bilit itie ies
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SSA & MEI I prese sence
Countries
Signif ific ican ant barr rrie iers s to entry ry
Holds globally applicable accreditations Already processing 5% of samples using recently developed algorithms
South Africa Namibia Pakistan DRC Ghana Mozambique Angola Botswana Zimbabwe Zambia Ivory Coast India UAE
Date ate of inves estmen ent April 2019 % o
ested ted Capita ital: 7% Tota
l Ethos
ersh ship ip 93.4% % o
5% EC Inves ested ed Capital ital R92m Curren ent t va valuation tion: R105m (1.14x TMB) LTM Retu eturn +R13m (14%) Multiple unchanged, EBITDA growth (head office savings)
LTM change in NAV:
R13m
% of Ethos Capital NAV:
5% 5%
P o r t f o l i o c o m p a n y o v e r v i e w
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KEY EY HIGHLIG IGHTS
Weak consumer environment, post-paid up-trade cycle getting longer Geopolitical impacts (Huawei volume sell through impacted by US-China trade war) ✓ Relatively strong financial performance given difficult operating conditions ✓ Finalising appointment of CFO ✓ Appointed Independent Non-Executive Chairman ✓ Business successfully delivered its 1st B-BBEE rating under the ICT Codes and obtained a level 4 rating ✓ Increasing the proportion of exclusive customers to total customers ✓ In-store incentive app launched to leverage capacity of non-Gammatek staff ✓ Strategic review and operational model assessment project underway
Geog eograph raphic ic expa pansion sion optio ions Poised ised to increa crease se market et share are
Key competitor recently filed for business rescue
New chan annels ls targete eted
Assessing bolt-on acquisitions to diversify channel and products beyond the core (e.g. Audio) Exploring market entry strategies for East Africa and models to supply into other international markets
Date ate of inves estmen ent September 2018 % o
ested ted Capita ital: 6% Tota
l Ethos
ersh ship ip 51.0% % o
5% EC capital ital inves estme tment R98m Curren ent t va valuation tion: R98m (1.0x TMB) LTM Retu eturn R0m Held at cost of investment
LTM change in NAV:
Capital NAV:
5% 5%
CARDIO- VASCULAR ORTHO SURGERY WOUND CARE NEUROLOGY BLOOD DISEASE DIAGNOSTIC SOLUTIONS
P o r t f o l i o c o m p a n y o v e r v i e w
KEY EY HIGHLIG IGHTS
✓ Strong growth year on year through increased market share, new products and acquisition-led growth ✓ Appointed new CEO with strong technology background ✓ Strong Ai potential both in terms of new business growth but also product utilisation and differentiation ✓ Strong acquisition pipeline with new acquisition opportunities well advanced ✓ Significant investment in IT systems to facilitate platform consolidation and roll out ✓ Potential for ex-South Africa growth is significant
16
Date ate of inves estmen ent May 2018 % o
ested ted Capita ital: 4% Tota
l Ethos
ersh ship ip >75% % o
3% EC Inves ested ed Capital ital R58m Curren ent t va valuation tion: R61m (1.05x TMB) LTM Retu eturn +R3m (+5%) Effectively held at cost of investment Established uniquely skilled distribution Biotech Infotech convergence Technology platform and scale AI and Data Science
LTM change in NAV:
+R3m
% of Ethos Capital NAV:
3% 3%
P o r t f o l i o c o m p a n y o v e r v i e w
60 80 100 120 12 month h share re price ce analysis lysis c.50% INCREASE SE IN SHARE PRICE
KEY EY HIGHLIG HLIGHT HTS
Share price lagging strong operation performance Business remains susceptible to external policy, regulatory shocks ✓ Travelstart exited and Jumia listed on NYSE ✓ Mascom exit in progress (subject to regulatory approvals), MTN Cyprus (exited) and MTN Ghana Listed. ✓ MTN Nigeria Listed. Move to underpin stability with regulators and other local authorities ✓ Governance enhanced with establishment of senior advisory council and re-instatement of in-country VP’s across the footprint ✓ Options being explored re Tower assets (could unlock c. R20bn for MTN)
17
Date ate of inves estmen ent July 2017 % o
ested ted Capita ital: 3% Tota
l Ethos
ersh ship ip 4.1% % o
2% EC Inves ested ed Capital ital R43m Curren ent t va valuation tion: R41m (0.96x TMB) LTM Retu eturn
Marked to market off MTN share price
LTM change in NAV:
% of Ethos Capital NAV:
2% 2%
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50%+ Smartphone use in SA Financial inclusion Disruptive technology AI and hyper decision- making
80% of custome
rs underserved rved* * Highly attr tracti ctive South African banking sector
* FinScope South Africa 2015, 2016 and 2017 consumer surveys. “Adequately served” defined as individuals having a balanced portfolio of products that are suited specifically to their financial wants and needs
with proprietary access to rich consumer data
Large e dist stri ribut butio ion footpr
int
Kiosks in 700+ stores with Tyme ambassadors, and access to cash at 14,000+ till points
Compe pell lling ing low w cos
positi sition
Half the cost of lowest cost banking competitor
Attrac ractive tive finan ancial ial dyn ynam amics ics
Technology and business model designed to attain industry leading cost-to income ratio
Behavio vioural ral prod
cts
Products designed using behavioural economics promoting responsible and inclusive access to banking
Prove
quisit sitio ion mode del
>770,000 customers signed up since launch in November 2018
P o r t f o l i o c o m p a n y o v e r v i e w
Date ate of inves estmen ent June 2019 % o
ested ted Capita ital: 3% Tota
l Ethos
ersh ship ip 8% % o
2% EC Inves ested ed Capital ital R46m Curren ent t va valuation tion: R46m (1.0x TMB) LTM Retu eturn R0m Held at cost of investment
LTM change in NAV:
Capital NAV:
2% 2%
18
P o r t f o l i o c o m p a n y o v e r v i e w
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AUTOMOTIV IVE PARTS RETAILER & WHOLESALER FMCG INDUSTRIA IAL EQUIPMENT
Date ate of inves estmen ent Dec 2016 Dec 2016 Dec 2016 % o
ital NAV 2% 4% 2% Curren ent t va value R40m (-R46m YoY) R74m (-R9m YoY) R34m (-R12m YoY) LTM Retu eturn / TMB
NON CONTROLLABL BLES (INDUS DUSTR TRY) Consumer sector USD:ZAR Consumer sector USD:ZAR Pulp price (global commodity) Construction sector Eskom: long-term contracts ending CONTROLLA LABL BLES Poor category planning and inventory management Significant operational inefficiencies Over-capacitation ETHOS FOCUS OVER LTM
stores)
CURRENT NT OUTLOOK ✓ Recovery plan in place with significant budgeted y-o-y growth in EBITDA driven by rationalisation
enhanced inventory management ✓ Significant traction on improving OEEs; saleable volumes ahead of budget ✓ Positive momentum in run rate ✓ Successfully diversifying away from construction; Good growth in new industry verticals; construction = 54% of revenue at acquisition vs. 45% currently
Retail Convenience FMCG Manufacturing Logistics Financial Services Business Services ICT Telecommunication Services Technology Enablers Medtech
K e y i n v e s t m e n t t r e n d s
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LSM migration tion-le led d gro rowth th in con
sumer good
Gro rowin ing con
ctivit ity and d dat ata a acce ccess Lo Lowes est t cost st-to to-se serve, scal alab able e busine sinesse sses High gh impa pact, t, differ erentia tiated ed servic vices es Tec echnolo
iven en disrup ruptio tion to to “business as usual” Tran ansp sportab table le busine siness ss mode dels ls scaling aling across
ries es
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Portfolio composition Key valuation metrics
* Share price as at 30 June, 2019
2.28 1.31 9.06 10.03 7.80 80% 88% 31% 30 Jun 19 Adjusted 30 Jun 19 Cash Invested Capital Share price % of NAVPS % of NAVPS NAV discount NAV 11.34 6.9x 1.9x 31% 31%
30.9% 30.9% 31.0% 31.0% 31.1% 31.1% 31.2% 31.2% 31.3%
2.0x 3.0x 4.0x 5.0x 6.0x 7.0x 8.0x
EV / EBITDA Net debt / EBITDA Discount to NAV Discount to peer group
P o r t f o l i o C o m p o s i t i o n
22
11.34 2.28 9.06 5.0x 1.9x 6.9x
NAV Cash Invested NAV Valuation
7.80 2.28 5.52 2.9x 1.9x 4.8x
NAV Cash Invested NAV Valuation
Portfolio valued at a 31% discount to the peer group... .....market “look-through” values portfolio at 4.8x EV / EBITDA
NAV BASED VALUATION SHARE BASED VALUATION*
Peer group company valuations Ethos portfolio company valuations Implied market company valuations
100 69 48 31% 31%
V a l u a t i o n o v e r v i e w
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* Share price as at 30 June, 2019
137 851 297 55 4 6 5 2 <= 4.5x > 4.5x - <= 5.5x > 5.5x - <= 6.5x > 6.5x Value - R'm Number 173 465 175 527 5 3 3 6 <= -10% > -10% - <= 0% > 0% - <= 15% > 15% Value - R'm Number EBITDA growth by company 443 291 296 270 40 3 3 8 2 1 <= 0x > 0x - <= 1.5x > 1.5x - <= 3x > 3x - <= 4.5x > 4.5x Value - R'm Number 393 201 269 477 4 4 6 3 <= 0% > 0% - <= 5% > 5% - <= 15% > 15% Value - R'm Number Sales growth by company Net debt / EBITDA by company
P o r t f o l i o c o m p a n y p e r f o r m a n c e
Market implied EV / EBITDA by company
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1.71x 1.54x 1.38x 1.15x 1.14x 1.14x 1.11x 1.10x 1.08x 1.07x 1.05x 1.00x 1.00x 0.96x 0.92x 0.89x 0.73x 0.64x 0.51x 4.0 1.6 5.0 0.9 0.7 0.2 2.4 1.7 1.6 1.3 1.1 0.0 0.9 1.9 6.9 4.3 4.3 3.4 4.5
Eaton Ster Kinekor RTT Chibuku Channel Vas Synerlytic Bevco Kevro Primedia Echotel Vertice TymeBank Gammatek MTN Waco Twinsaver Neopak Eazi Autozone
Fund VI Mid Market Fund Mezzanine Fund Direct investment/Ai
Age of investment in years Positive value contribution New assets at cost Negative value contribution
P o r t f o l i o c o m p a n y p e r f o r m a n c e
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Ethos Capital commitment to underlying fund (Rm)
6 360 1 211 887 54 12 1,531 141 950 48 250 1,250 150 371 3,161 EF VI EMMF I EHP EMP 3 EF VII EaiF I Direct Investments Total Invested/Committed Undrawn commitments
C u r r e n t F u n d c o m m i t m e n t s
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173% 139% 125% 109% 126% 163% Harbourvest Hg APAX Princess Pantheon Ethos Capital 48% 50% 63% 44% 59% 58% Harbourvest Hg APAX Princess Pantheon Ethos Capital
Total commitment ratio = (Invested Capital + Undrawn Commitments) / Net Asset Value Commitment coverage ratio = (Cash + Unutilised Debt Facilities) / Undrawn Commitments R e l a t i v e l i q u i d i t y b e n c h m a r k s
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32% 19% 19% 19% 12% FY20 FY21 FY22 FY23 FY24
3,161 2,853 339 308 1,452 493 500 69 537 365 293 1,514 2,143
(500)
1,000 1,500 2,000 2,500 3,000 (500)
1,000 1,500 2,000 2,500 3,000 Total commitments Fees adj Net commitments Invested capital Current cash Debt facility Treasury shares Commitment gap FY20 FY21 FY22 FY23 FY24
Realisations Existing outflows Available liquidity
* Available liquidity = Cash plus Debt Facility less Net Investment outflows / Realisation inflows
A v a i l a b l e l i q u i d i t y a n d o u t l o o k
Estimated
by year
29
5% 15% 25% 35% 45% 55%
Discount to NAV 3 Year NAV Growth
Average = 18% Average = 36% 2x
R e l a t i v e s h a r e p r i c e t o N A V d i s c o u n t
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Unlikely to be any short term improvement in business confidence and corporate investment Outside of South Africa, growth remains strong although currency and political risks remain elevated Growth in NAV likely to increase as the portfolio is c.80% invested Investment pipeline remains strong but given the market conditions and lack of competition, focus remains on being extremely selective on deals Liquidity management remains a key focus but Board remains focused on ways to enhance shareholder value Board continues to assess strategic options that could unlock value for shareholders
O u t l o o k
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DISCLAIMER
THE INFORMATION CONTAINED HEREIN IS PROVIDED FOR INFORMATIONAL AND DISCUSSION PURPOSES ONLY AND IS NOT, AND MAY NOT BE RELIED ON IN ANY MANNER AS, LEGAL, TAX OR INVESTMENT ADVICE OR AS AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY AN INTEREST IN ANY OF THE ETHOS PRIVATE EQUITY FUNDS OR LISTCO (TOGETHER THE “FUNDS”). A PRIVATE OFFERING OF INTERESTS IN THE FUNDS WILL ONLY BE MADE PURSUANT TO A CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM (THE “OFFERING MEMORANDUM”) AND SUBSCRIPTION DOCUMENTS, WHICH WILL BE FURNISHED TO QUALIFIED INVESTORS ON A CONFIDENTIAL BASIS AT THEIR REQUEST FOR THEIR CONSIDERATION IN CONNECTION WITH SUCH OFFERING. THE INFORMATION CONTAINED HEREIN WILL BE QUALIFIED IN ITS ENTIRETY BY REFERENCE TO THE OFFERING MEMORANDUM, WHICH CONTAINS ADDITIONAL INFORMATION ABOUT THE INVESTMENT OBJECTIVE, TERMS AND CONDITIONS OF AN INVESTMENT IN THE FUNDS AND ALSO CONTAINS TAX INFORMATION AND RISK DISCLOSURES THAT ARE IMPORTANT TO ANY INVESTMENT DECISION REGARDING THE FUNDS. NO PERSON HAS BEEN AUTHORISED TO MAKE ANY STATEMENT CONCERNING THE FUNDS OTHER THAN AS SET FORTH IN THE OFFERING MEMORANDUM AND ANY SUCH STATEMENTS, IF MADE, MAY NOT BE RELIED UPON. THE INFORMATION CONTAINED HEREIN MUST BE KEPT STRICTLY CONFIDENTIAL AND MAY NOT BE REPRODUCED OR REDISTRIBUTED IN ANY FORMAT WITHOUT THE APPROVAL OF THE FUNDS. NOTWITHSTANDING THE FOREGOING, EACH INVESTOR AND PROSPECTIVE INVESTOR (AND EACH EMPLOYEE, REPRESENTATIVE, OR OTHER AGENT THEREOF) MAY DISCLOSE TO ANY AND ALL PERSONS, WITHOUT LIMITATION OF ANY KIND, THE TAX TREATMENT AND TAX STRUCTURE OF THE FUNDS AND ITS INVESTMENTS AND ALL MATERIALS OF ANY KIND (INCLUDING OPINIONS OR OTHER TAX ANALYSES) THAT ARE PROVIDED TO SUCH INVESTOR OR PROSPECTIVE INVESTOR RELATING TO SUCH TAX TREATMENT AND TAX STRUCTURE, PROVIDED, HOWEVER, THAT SUCH DISCLOSURE SHALL NOT INCLUDE THE NAME (OR OTHER IDENTIFYING INFORMATION NOT RELEVANT TO THE TAX STRUCTURE OR TAX TREATMENT) OF ANY PERSON AND SHALL NOT INCLUDE INFORMATION FOR WHICH NONDISCLOSURE IS REASONABLY NECESSARY IN ORDER TO COMPLY WITH APPLICABLE SECURITIES LAWS. AN INVESTMENT IN THE FUNDS WILL INVOLVE SIGNIFICANT RISKS, INCLUDING THE LOSS OF THE ENTIRE INVESTMENT. THE FUNDS WILL BE ILLIQUID, AS THERE IS NO SECONDARY MARKET FOR INTERESTS IN THE FUNDS AND NONE IS EXPECTED TO DEVELOP. RESTRICTIONS APPLY TO TRANSFERS AND WITHDRAWALS OF INTERESTS IN THE FUNDS, AND THE INVESTMENT PERFORMANCE OF THE FUNDS MAY BE VOLATILE. THE FEES AND EXPENSES CHARGED IN CONNECTION WITH AN INVESTMENT IN THE FUNDS MAY BE HIGHER THAN THE FEES AND EXPENSES OF OTHER INVESTMENT ALTERNATIVES AND MAY OFFSET PROFITS. BEFORE DECIDING TO INVEST IN THE FUNDS, PROSPECTIVE INVESTORS SHOULD READ THE MEMORANDUM OF THE FUNDS AND PAY PARTICULAR ATTENTION TO THE INVESTMENT CONSIDERATIONS CONTAINED IN THE MEMORANDUM. INVESTORS SHOULD HAVE THE FINANCIAL ABILITY AND WILLINGNESS TO ACCEPT THE RISK CHARACTERISTICS OF THE FUNDS’ INVESTMENTS. IN CONSIDERING ANY PERFORMANCE DATA CONTAINED HEREIN, YOU SHOULD BEAR IN MIND THAT PAST OR TARGETED PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS, AND THERE CAN BE NO ASSURANCE THAT THE FUNDS WILL ACHIEVE COMPARABLE RESULTS OR THAT TARGET RETURNS WILL BE
TIME OF DISPOSITION, ANY RELATED TRANSACTION COSTS, AND THE TIMING AND MANNER OF SALE, ALL OF WHICH MAY DIFFER FROM THE ASSUMPTIONS ON WHICH THE VALUATIONS CONTAINED HEREIN ARE BASED. THE IRRS PRESENTED ON A “GROSS” BASIS DO NOT REFLECT ANY MANAGEMENT FEES, CARRIED INTEREST, TAXES AND ALLOCABLE EXPENSES BORNE BY INVESTORS, WHICH IN THE AGGREGATE MAY BE SUBSTANTIAL. ALL IRRS PRESENTED ARE ANNUALISED AND CALCULATED ON THE BASIS OF MONTHLY INVESTMENT INFLOWS AND OUTFLOWS. NOTHING CONTAINED HEREIN SHOULD BE DEEMED TO BE A PREDICTION OR PROJECTION OF FUTURE PERFORMANCE OF THE FUNDS. PROSPECTIVE INVESTORS SHOULD MAKE THEIR OWN INVESTIGATION AND EVALUATION OF THE INFORMATION CONTAINED HEREIN. EACH PROSPECTIVE INVESTOR SHOULD CONSULT ITS OWN ATTORNEY, BUSINESS ADVISER AND TAX ADVISER AS TO LEGAL, BUSINESS, TAX AND RELATED MATTERS CONCERNING THE INFORMATION CONTAINED HEREIN. EXCEPT WHERE OTHERWISE INDICATED HEREIN, THE INFORMATION CONTAINED HEREIN IS BASED ON MATTERS AS THEY EXIST AS OF THE DATE OF PREPARATION OF THIS PRESENTATION AND NOT AS OF ANY FUTURE DATE. THE INFORMATION PROVIDED HEREIN WILL NOT BE UPDATED OR OTHERWISE REVISED TO REFLECT INFORMATION THAT SUBSEQUENTLY BECOMES AVAILABLE, OR CIRCUMSTANCES EXISTING OR CHANGES OCCURRING AFTER THE DATE HEREOF. CERTAIN INFORMATION CONTAINED IN THIS PRESENTATION CONSTITUTES “FORWARD-LOOKING STATEMENTS,” WHICH CAN BE IDENTIFIED BY THE USE OF FORWARD-LOOKING TERMINOLOGY SUCH AS “MAY,” “WILL,” “SHOULD,” “EXPECT,” “ANTICIPATE,” “TARGET,” “PROJECT,” “ESTIMATE,” “INTEND,” “CONTINUE” OR “BELIEVE,” OR THE NEGATIVES THEREOF OR OTHER VARIATIONS THEREON OR COMPARABLE TERMINOLOGY. DUE TO VARIOUS RISKS AND UNCERTAINTIES, ACTUAL EVENTS OR RESULTS MAY DIFFER MATERIALLY FROM THOSE REFLECTED OR CONTEMPLATED IN SUCH FORWARD-LOOKING STATEMENTS. CERTAIN INFORMATION CONTAINED IN THIS PRESENTATION IS BASED ON OR DERIVED FROM INFORMATION PROVIDED BY INDEPENDENT THIRD-PARTY SOURCES. ETHOS BELIEVES THAT SUCH INFORMATION IS ACCURATE AND THAT THE SOURCES FROM WHICH IT HAS BEEN OBTAINED ARE RELIABLE. ETHOS CANNOT GUARANTEE THE ACCURACY OF SUCH INFORMATION, HOWEVER, AND HAS NOT INDEPENDENTLY VERIFIED THE ASSUMPTIONS ON WHICH SUCH INFORMATION IS BASED. THIS PRESENTATION IS BEING PROVIDED ON A CONFIDENTIAL BASIS. ACCORDINGLY, THIS PRESENTATION MAY NOT BE REPRODUCED IN WHOLE OR IN PART, AND MAY NOT BE DELIVERED TO ANY PERSON WITHOUT THE PRIOR WRITTEN CONSENT OF THE FUNDS.
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