Annual General Meeting 7 July 2004 1 Annual General Meeting 7 July - - PowerPoint PPT Presentation

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Annual General Meeting 7 July 2004

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Annual General Meeting 7 July 2004

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Baroness Hogg Chairman

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The Board of Directors

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Dr John Forrest

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Christine Morin-Postel

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Rod Perry

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Danny Rosenkranz

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Tony Brierley

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Brian Larcombe

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Oliver Stocken

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Michael Queen

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Martin Gagen

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Fred Steingraber

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Annual General Meeting 7 July 2004

Philip Yea

 A wide range of experience in industry and private equity  Formerly with Investcorp  Before that Finance Director of Diageo  Proposed appointment widely welcomed by shareholders and analysts

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Annual General Meeting 7 July 2004

“3i delivers a strong

• verall performance.”

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Annual General Meeting 7 July 2004

Share price since flotation

3i Group FTSE 100 FTSE All Share FTSE Small Cap (exc IT) Source: Datastream

200 400 600 800 1000 1200 1400 1600 1800 2000 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004

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Annual General Meeting 7 July 2004

3i European Barometer Index

• 120
• 100
• 80
• 60
• 40
• 20

20 40 60 80 100

Q2 Q4 Q2 Q4 Q2 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2

0.5 1 1.5 2 2.5 3 3.5 4 4.5 Index GDP growth

1998 1999 2000 2001 2002 2003 2004

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Annual General Meeting 7 July 2004

Investing in 3i - corporate responsibility

“3i is clearly positioned among the best in the financial services industry.” “It is a real achievement to be

• ne of the

Companies that Count.”

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Annual General Meeting 7 July 2004

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Brian Larcombe Chief Executive

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Annual General Meeting 7 July 2004

Performance highlights – year to 31 March 2004

 Strategy delivering  Significant pick up in investment activity  Good flow of realisation profits  An overall return of 18.1%

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Annual General Meeting 7 July 2004

Total return by investment product

Mid-market buy-outs Smaller buy-outs Growth capital Venture capital 2004 %* 22.6% 22.1% 26.8% (6.0)%

* % total return on opening shareholders’ funds attributed to each product

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Annual General Meeting 7 July 2004

53%

Growth capital

Our growth capital business is focused on high growth companies, expanding organically

• r through acquisition.

£1,487m

Portfolio value

35%

Venture capital

3i’s venture capital business is focused on the healthcare, software, communications and electronics, semiconductors and advanced technologies (“ESAT”) sectors.

£533m

Portfolio value

Buy-outs

3i’s buy-out business is focused on the mid and smaller buy-out markets in Europe and Asia Pacific.

£2,306m

Portfolio value

53% 12%

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Annual General Meeting 7 July 2004

Directories

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Annual General Meeting 7 July 2004

Yellow Brick Road

€44m €65m €31m Yellow Brick Road Cash back to 3i and funds €224m

44% of company with EBITDA of €150m Debt €1bn

Fonecta De Telefoongids Mediatel

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Annual General Meeting 7 July 2004

Investing in 3i - our people

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Annual General Meeting 7 July 2004

Investing in 3i - our network

Aberdeen, Amsterdam, Barcelona, Birmingham, Boston, Bristol, Cambridge, Copenhagen, Dusseldorf, Frankfurt, Glasgow, Helsinki, Hong Kong, Leeds, London, Lyon, Madrid, Manchester, Menlo Park, Milan, Munich, Paris, Reading, Singapore, Stockholm, Stuttgart, Vienna, Zurich

 Preferred deal flow  Investment assessment  Added value  Enhanced exits

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Annual General Meeting 7 July 2004

Strategy

 Developing the business internationally  Building a balanced investment business  Using the network as our key competitive advantage  Investing in growth companies

12% 6% 31% 51% Buy-outs Growth capital Venture capital Quoted

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Annual General Meeting 7 July 2004

Closing remarks “3i is in great shape and is strongly positioned to grow value significantly in the years ahead.”

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Annual General Meeting 7 July 2004

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Michael Queen Finance Director

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Annual General Meeting 7 July 2004

Financial highlights

 Total return £531m  Total return on opening shareholders’ funds 18.1%  Net asset value per share 553p  Final dividend 8.9p  Realised profits on disposal £228m  New investment* £979m

* New investment includes co-investment funds

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Annual General Meeting 7 July 2004

Total return – key drivers

 Strong realisation profits £228m  Good portfolio value growth £336m  Income slightly lower £234m

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Annual General Meeting 7 July 2004

Balance sheet

Investment assets Other net assets Net borrowings Shareholders’ funds Gearing 3,939 10 3,949 1,013 2,936 3,949 35% 4,326 5 4,331 936 3,395 4,331 28% 2003 £m 2004 £m

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Annual General Meeting 7 July 2004

Net cash flow - long term trend

• 2,000
• 1,500
• 1,000
• 500

500 1,000 1,500 2,000 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 £m Cash inflow Cash outflow Net cash flow

for year to 31 March

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Annual General Meeting 7 July 2004 2 4 6 8 10 12 14 16

1995 1996 1997 1998 1999 2000 2001 2002 2003 2004

pence

Interim Final

Dividend history

7.2 8.1 9.2 10.3 11.3 12.2 13.0 13.0 13.5 14.0

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Annual General Meeting 7 July 2004

Financial summary

 Significant improvement in total return  Net investor in the second half  Strong balance sheet  Excellent liquidity

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Annual General Meeting 7 July 2004

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Nigel Jones Ernst & Young

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The Resolutions

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Annual General Meeting 7 July 2004

Resolution 1 “THAT the Company’s Accounts for the year ended 31 March 2004 and the Directors’ report and Auditors’ report thereon be and they are hereby received and considered”

Proxy votes lodged for this Resolution: 98.73% For, 0.54% Discretionary, 0.27% Abstain and 0.46% Against

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Annual General Meeting 7 July 2004

Resolution 2 “THAT the Directors’ Remuneration report for the year ended 31 March 2004 be and it is hereby approved”

Proxy votes lodged for this Resolution: 87.88% For, 0.54% Discretionary, 6.25% Abstain and 5.33% Against

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Annual General Meeting 7 July 2004

Resolution 3 “THAT a final dividend of 8.9 pence per share net be and it is hereby declared, payable to those shareholders whose names appeared

• n the Register of Members at close of

business on 18 June 2004”

Proxy votes lodged for this Resolution: 99.45% For, 0.54% Discretionary, 0.01% Abstain and 0% Against

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Annual General Meeting 7 July 2004

Resolution 4 “THAT Baroness Hogg be and she is hereby reappointed as a Director of the Company”

Proxy votes lodged for this Resolution: 99.36% For, 0.55% Discretionary, 0.03% Abstain and 0.06% Against

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Annual General Meeting 7 July 2004

Resolution 5 “THAT Mr P E Yea be and he is hereby appointed as a Director of the Company”

Proxy votes lodged for this Resolution: 99.06% For, 0.55% Discretionary, 0.35% Abstain and 0.04% Against

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Annual General Meeting 7 July 2004

Resolution 6 “THAT Ernst & Young LLP be and they are hereby reappointed as Auditors of the Company to hold office until the conclusion

• f the next General Meeting at which

Accounts are laid before the Members”

Proxy votes lodged for this Resolution: 98.09% For, 0.55% Discretionary, 0.67% Abstain and 0.69% Against

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Annual General Meeting 7 July 2004

Resolution 7 “THAT the Board be and it is hereby authorised to fix the Auditors’ remuneration”

Proxy votes lodged for this Resolution: 99.21% For, 0.55% Discretionary, 0.02% Abstain and 0.22% Against

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Annual General Meeting 7 July 2004

Resolution 8

"THAT executive Directors be and they are hereby authorised to participate in the incentive arrangements described in the notes relating to this Resolution 8 set out in the Notice of Annual General Meeting dated 14 May 2004"

Proxy votes lodged for this Resolution: 94.53% For, 0.55% Discretionary, 2.04% Abstain and 2.88% Against

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Annual General Meeting 7 July 2004

Resolution 9

To renew the Directors' authority to allot shares (The full text of this Resolution is set out in the Notice of Meeting)

Proxy votes lodged for this Resolution: 98.80% For, 0.50% Discretionary, 0.47% Abstain and 0.23% Against

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Annual General Meeting 7 July 2004

Resolution 10

Special Resolution To renew the Directors' authority to allot shares for cash (The full text of this Resolution is set out in the Notice of Meeting)

Proxy votes lodged for this Resolution: 98.78% For, 0.55% Discretionary, 0.48% Abstain and 0.19% Against

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Annual General Meeting 7 July 2004

Resolution 11

Special Resolution To renew the Company's authority to purchase its

• wn shares

(The full text of this Resolution is set out in the Notice of Meeting)

Proxy votes lodged for this Resolution: 99.40% For, 0.56% Discretionary, 0.02% Abstain and 0.02% Against

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Annual General Meeting 7 July 2004