HIGHLIGHTS AND COMPANY DEVELOPMENT

Empiric Student Property plc Annual Results Presentation

September 2016

Primary Colours

R 255

G 255

B 255

R 0

G 0

B 0

R 229

G 117

B 23

R 247 G 148 B 30

R 202 G 109 B 84

R 255 G 203 B 5

R 241 G 90 B 41

R 190 G 30 B 45

R 254 G 207 B 141

R 243 G 112 B 83

R 158 G 39 B 29

R 249 G 168 B 112

R 239 G 65 B 54

R 231 G 122 B 41

R 249 G 237 B 50

R 251 G 176 B 64

Premium Student Accommodation in the UK

Agenda and Presentation Team

Empiric Student Property 2

Paul Hadaway, RIBA – Founder and CEO

Property developer since 1997 and in student property since 2008;

founder of London Cornwall Property Partners Limited (“LCPP”)

Founded Empiric in 2014 and is responsible for management,

operations and communications

Jointly responsible for the acquisition, development and investment

management activities

Architect by training; has acted for clients such as BAA, Westfield,

Compass Group and Debenhams

Tim Attlee, MRICS – Founder and CIO

Focus on student residential sector since 2009

Jointly responsible for the acquisition, development and investment

management activities

Held senior roles at Knight Frank

Qualified chartered surveyor

Section Page

Highlights and Company Development 3

Financial Results 15

Outlook 18

Appendix 20

Michael Enright, FCA – CFO

Previously finance director for two listed companies

Focus on real estate since 1999, including investment in and

advising LCPP since its inception

Originally qualified as a chartered accountant with Arthur Andersen

HIGHLIGHTS AND COMPANY DEVELOPMENT

Buccleuch Street, Edinburgh – operational Jul 16

Beds as at FY 2015

Financial Highlights for the Year to 30 June 2016

4

Picturehouse apartments, cinema

Empiric Student Property

3,503

5,985

10,000

1,057 354

7,396

FY 2015 FY 2016 5 Year Target

Number of Beds

26 29

35

FY 2015 FY 2016 5 Year Target

Number of Cities

Operational for 2016/17

academic year

Operational from Sept 17

Operational from Sept 18

Financial Results

6.0 pence dividend paid for the year ended 30 June 2016

Operating profit of £30.0 million (2015: £12.6 million)

£21.7 million revaluation gain (2015: £11.3 million)

£21.6 million rental income from standing assets (2015: £8.3 million)

NAV per share (basic) of 105.4 pence

2.1% increase from a NAV of 103.2 pence (basic) as at 30 June 2015 and net of all

property acquisition costs

Total return for the year of 4.6% (share price plus dividends paid)

Financing

Total gross equity raised of £286.4 million in three separate fundraisings

significantly oversubscribed issue of £125.0 million in March 2016

£120.0 million of new debt financing during the period through two new facilities

LTV of 22.8% as at 30 June 2016

Market Cap and Indices

Current market capitalisation of £586.5 million and average daily trading volume of £1.2

million(1)

FTSE All Share index constituent. EPRA Index constituent since March 2016

(1) Average daily trading volume in 2016 YTD

335.2 335.2

153.2

78.1

46.4

FY 2015 FY 2016

Assets at 30 June 2015

New Standing Assets

New Forward Commitment Assets

New Forward Funded Assets

Operational Highlights for the Year to 30 June 2016

5


Empiric Student Property (1) Includes three assets that reached practical completion but were not operational as at 30 June 2016

(2) Valuation based on CBRE valuation as of 30 June 2016 where available or where not, acquisition cost

Portfolio development for the period since 30 June 2015 (£mm)(2)

613.0

Portfolio Activity

75 assets in 29 leading university cities and towns, 52 of which were

operational, 13 for academic year 2016/17 and 10 for later years

35 new assets contracted in the period comprising 3,879 beds in 19 towns

and cities

1,726 new beds developed in the period for the 2016/17 academic year

To date: 6,308 operational beds(1) for the 2016/17 academic year and a

further 1,596 contracted to be operational during 2017 (or 2018)

Portfolio Value

Total property portfolio valuation of £523.9 million as at 30 June 2016 (2015:

£251.3 million)

Standing asset valuation uplift of £11.2 million (2.6%) for the period

compared to 30 June 2015

Development asset valuation uplift of £10.5 million (48.4% of total portfolio

uplift)

Rent

Gross annualised rent on 52 operating properties of £33.1 million with entire

operating portfolio fully let

Average uplift in annualised rent of 2.8% targeted for the 2016/17

academic year

Yield

Average valuation yield of 5.9% (2015: 6.1%) and acquisition yield of 6.4%

(2015: 6.6%) for the operating properties

(2)

0

100

200

300

400

500

600

700

800

900

Jun-14 Sep-14 Dec-14 Mar-15 Jun-15 Sep-15 Dec-15 Mar-16 Jun-16 Sep-16

Total funds invested / committed Total funds raised (equity and debt)

At 30 June 2016 Post year end

Funds Invested / Committed (£mm)

80

90

100

110

120

Jul-15 Sep-15 Nov-15 Jan-16 Mar-16 May-16 Jul-16 Sep-16

Empiric Student Property FTSE 250 Index FTSE All-Share REIT

Strong Trading Performance

6

Strong share price performance in 2016 to date, despite significant market volatility following Brexit, outperforming the broader UK REIT universe

and UK equity markets

High-quality, income-focused nature of the Company’s real estate portfolio in an attractive, resilient sector continues to underpin performance



(1) Source: Bloomberg, to 1 September 2016 respectively

(2) Rebased to ESP share price of 108p as of 1 July 2015

6.6% 13.6%

Price

Change

Total

Return

(p)

(5.8%) (2.1%)

0.8% 4.0%

Share Price and Total Return Since 1 July 2015(1)(2)

Operational Platform: Hello Student®

7

In February 2016, Empiric launched its integrated operations management platform and consumer brand, Hello Student®, comprising:

− The Hello Student® marketing, booking, billing and accounting platform with student-focusing branded website (hellostudent.co.uk),

managed by a dedicated internal team in partnership with CRM, a leading outsourced manager of UK student accommodation

− 30 buildings managed by Hello Student® for the start of academic year 2016/17

− Directly employed accommodation managers based across the UK

− 38 employees including one regional manager for academic year 2016/17

− Facilities management and maintenance services provided nationwide by Incentive FM

− The Hello Student app to be trialled in Nottingham from September 2016, accessing booking, rebooking and facilities management

resources, including secondary sales of services and products

− Targeting an improvement in net margin of 5% across assets managed through the Hello Student platform by the start of the 2018/19

academic year

− The brand is designed to target re-bookers, tenants moving within the city and tenants moving within the UK

− 71% of Empiric tenants were in the UK the previous year

− Our international tenants are targeted locally




Our Customers

8

Hello Student® Reaches Students Across the Globe Hello Student® has the Strongest Social Media Presence

53,277

15,155 14,276

3,421 2,029 1,822 1,255

Hello Student UniteStudent

NidoCollection

FreshStudentLiving

SanctuaryStudentHousing

Liberty Living CRMStudents

Facebook Likes(1)

(1) As at 8 September 2016

Undergraduate 61%

Masters / PGCE 26%

PhD 9%

Other 4%

Customers by Level of Study as at 30 June 2016 Customers by Nationality as at 30 June 2016

UK 30%

International 70%

3% = UK based first year students aged

under 20, minimising overlap with

other national student

accommodation companies

Age range of 17 – 63

72%

engagement

from UK

7%

engagement

from UAE

7%

engagement

from India

http://www.google.co.uk/url?sa=i&rct=j&q=&esrc=s&source=images&cd=&cad=rja&uact=8&ved=0ahUKEwiawfC8rYDPAhUFfhoKHemoAHUQjRwIBw&url=http://www.underconsideration.com/brandnew/archives/new_logo_for_facebook_done_in-house_with_eric_olson.php&psig=AFQjCNHFLoY2nGlU_aHeP38FIRy4woItag&ust=1473444186437362

Key Management Structure

9 Empiric Student Property

Paul Hadaway

CEO

Michael Enright

CFO

Tim Attlee

CIO

Board of Directors

Evolution of Management

At IPO As at 30 June 2015 Current

3 Executives

4 Non-Executive Directors

3 Head office employees

3 Executives



3 Nationwide employees

3 Executives



38 Nationwide employees

Financial Management and Reporting

Day-to-day reporting and monitoring of

the Group’s financial matters

Capital structuring including negotiations

with debt providers

Ensuring the Company meets all of its

compliance and regulatory obligations

Ensuring implementation of Board

strategy and delivery of stated goals

Joint responsibility for acquisitions and

developments in Empiric’s property

portfolio

Overseeing progress of assets under

development

Overseeing operational management of

the standing portfolio

Communication with shareholders and

potential investors

Acquisitions

Primary responsibility for acquisitions and

development of Empiric’s property

portfolio

Progression of investment opportunities

Communication with shareholders and

potential investors

Asset Development / Operations

Note: Head office employees headcount excludes executives

(1) Expenses ratio as a percentage of portfolio value

Expense Ratio: 1.9%(1) Expense Ratio: 1.4%(1)

1,726 beds developed for the 2016/17 academic year

3,879 new beds contracted in the period

508 beds acquired post period end

Portfolio Overview as at 30 June 2016

10 Empiric Student Property (1) Valuation based on CBRE valuation as of 30 June 2016 where available or where not, acquisition cost

Location Beds Value / Cost(1)



Aberdeen Falmouth Newcastle

Standing assets 179 22.8 Standing assets 138 11.9 Standing assets 63 7.5

Development assets 286 2.3 Development assets 88 11.0

Bath

Standing assets 107 10.7 Glasgow Nottingham

Development assets 247 32.7 Standing assets 173 20.0 Standing assets 98 9.9

Post-period 31 2.7 Development assets 267 11.5 Development assets 239 20.8

Birmingham Hatfield Oxford

Standing assets 183 24.1 Standing assets 116 10.5 Standing assets 44 4.6

Post-period 185 19.5

Huddersfield Portsmouth

Bristol Standing assets 98 9.4 Standing assets 41 4.7

Standing assets 84 11.5 Development assets 179 10.1 Development assets 242 7.2

Development assets 75 7.2

Lancaster Reading

Canterbury Standing assets 207 16.3 Standing assets 83 13.2

Post-period 79 9.2

Leeds Sheffield

Cardiff Standing assets 323 33.7 Development assets 304 12.8

Standing assets 205 21.4

Development assets 314 41.0 Leicester Southampton

Standing assets 280 20.3 Standing assets 219 25.0

Durham

Standing assets 109 5.7 Liverpool Stirling

Standing assets 382 34.5 Development assets 204 0.7

Edinburgh

Standing assets 88 11.9 London St Andrews

Standing assets 79 16.7 Standing assets 241 25.7

Exeter Post-period 142 16.8

Standing assets 193 25.7 Stock-on-Trent

Development assets 150 5.4 Manchester Standing assets 120 5.8

Development assets 68 1.5 Standing assets 678 40.4

Post period 71 4.7 Development assets 87 2.7 York

Development assets 115 2.7

Total as at 30 June 2016 7,396 613.0

Total as at 14 Sept 2016 7,904 665.9

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

26

27

28

29

30

Standing assets as at 30 June 2016

Development assets as at 30 June 2016

Assets subject to planning for which conditions

or planning remained outstanding as at 30 June 2016

Post period acquisitions

1

27

30

7

10

19

6

13

29

14

12 18

16

28

24

20

15

4

2 5

8

3

21

11

17

23

22

25

9 26

52 operating assets as at 30 June 2016

70 operating assets for the 2016/17 academic year

81 assets including development assets as at 14 September 2016

Post Period End Acquisitions

11

A UNESCO World Heritage city

consisting of two key universities with

increasing student numbers and

applications

Strategically located in a popular

residential area with local bus routes

providing easy access to the city and

the University of Bath


Strengthen presence in Exeter to 414

beds across five properties

Closely located to Empiric’s other

assets and the University of Exeter

campus, facilitating operating

economies of scale

Acquisition Date August 2016

Acquisition Price £6.2 million

Number of beds 72

Manager Hello Student®

Net Initial Yield 6.3%

A direct-let all inclusive student

accommodation asset consisting of

laundry facilities, storage and parking

Five minutes walk from Twickenham

Rail Station, giving fast access to

Central London

65 en-suite beds including a gym and

recreational facilities

Increase Empiric’s presence in

London to capture the increasing size

of full-time student population

Empiric’s first acquisition in

Canterbury, a city with over 25,000

full-time students and two large

universities

The city has easy access to both

London and continental Europe

Premium student accommodation

scheme including a mix of studios and

duplex apartments, and communal

facilities

Birmingham being the highest student

population outside of London with over

61,000 full-time higher education

students

Oolite Road, Bath – Standing Asset

Isca Lofts, Exeter – Standing Asset

Grosvenor Hall, London – Standing Asset



Number of beds 71

Manager Collegiate AC


Acquisition Date July 2016


Number of beds 31



Acquisition Date September 2016


Number of beds 185


Net Initial Yield N/A



Number of beds 79





Number of beds 70



Francis Gardner Hall, London – Standing Asset

Pavilion Court, Canterbury – Standing Asset

The Emporium, Birmingham – Development for September 2018

44 83

115

179

354

183 159

519

109 88

411 424 440

116

277

207

323

280

382

79

765

151

337

283 304

219 241

204

120

0

100

200

300

400

500

600

700

800

900

Aberd

een

Bath

Birm

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am

Bristo

l

Ca

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Du

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Edin

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Gla

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York

Bed Count as at 30 June 2016


Operational from Sept 17 onwards Operational for 2016/17 academic year Operational now

(1) Source: Empiric

Net Initial Yield Analysis


5.8% 5.7% 6.1%

5.0%

5.7% 6.2% 6.2% 6.3%

5.9% 5.9% 6.0% 5.6%

6.0% 6.0% 5.8% 5.7%

6.4% 6.0% 5.9%

6.4%

6.0%

6.3%

5.1%

5.6%

6.2% 6.0% 6.1% 6.0%

7.2%

7.5%

8.1%

7.0%

8.2%

7.2% 7.0%

8.4%

7.4% 7.5%

4.5%

5.5%

6.5%

7.5%

8.5%

9.5%

10.5%

Sta

nd

ing

Asse

tsa

s a

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ece

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Valuation NIY Acquisition NIY

Note: Includes forward funded or development assets which became operational under Empiric’s ownership

(1) Weighted by value, standing operating assets only

(2) CBRE valuation of standing and forward funded assets as at 30 June 2016

(3) Weighted by value, development and forward-funded assets only

(4) Represents yield on cost of student element

Average Acquisition NIY: 6.4%(1)

Average Valuation NIY: 5.9%(2)

Running Yield: 6.5%(1)

Average Yield on Cost of Developments: 7.5%(3)

Average Yield on Cost of Portfolio: 6.6%

Yield on Cost

Standing asset acquisitions in H1 2016 Development and forward-funded assets now operational

(4)

Debt Financing


Loan Provider Size Type Term Expiry Cost Security

Fully Drawn as at 30 June 2016

RBS £35.5m Term 2019 LIBOR + 190bps

Fully swapped at 1.78%

Eight standing assets, non-recourse to

other assets

Canada Life £31.1m Term 2030 3.97% Fixed Rate Eight further standing assets, non-

recourse to other assets

Mass Mutual £80.0m Term 2028 3.24% Fixed Rate 18 standing assets

Undrawn as at 14 September 2016

Canada Life £40.0m Term 2024 / 2031 3.52% Fixed Rate Four forward committed assets

Mass Mutual £40.0m Term 2028 3.24% Fixed Rate(1) Five standing assets

AIB £32.8m Development /

Forward Funded 2018 LIBOR + 280bps / 180bps Five forward funded assets

RBS £30.6m Development /

Forward Funded 2018 LIBOR + 300bps / 190bps Five forward funded assets

RBS Additional £20.0m Redrawable Loan Facility 2019 LIBOR + 190bps

Capped at 2.50%

Further standing assets, non-recourse

to other assets – provided prior to draw

Current LTV of 22.8%

Weighted average interest payable of 3.5%

Weighted average term to maturity of 9.7 years

Willowbank, Glasgow, in which Empiric has a 50% share, has arranged a development facility of £10.1 million at cost of LIBOR + 450bps

Brunswick House, Southampton has recently assumed full responsibility for the £10.0 million development facility at cost of LIBOR + 400bps

JV Development Loans with Close Brothers(2)

Source: Empiric

(1) Subject to credit approval

(2) These loans are non-recourse to the rest of the Group

FINANCIAL RESULTS

Algernon Firth, Leeds – operational Dec 14

Income Statement


For the

year ended

30 June 2016

£’000

For the period from

11 February 2014

to June 2015

£’000

Revenue 21,600 8,303

Property Expenses (6,092) (2,170)

Gross Profit 15,508 6,133

Administrative and other expenses (7,262) (4,794)

Changes in fair value of investment properties 21,724 11,284

Operating profit 29,970 12,623

Net finance expense (3,642) (1,163)

Share of JV results 1,793 2,760

Profit before taxation 28,121 14,220

Dividends paid 20,181 4,354

Earnings per share – basic 7.29 9.67

Earnings per share – diluted 7.23 9.61

Statement of Financial Position


As at 30 June 2016 £’000

Property, plant and equipment 297

Intangible assets 737

Investment property 514,194

Investment in joint ventures 4,197

Derivative financial assets 18

Trade and other receivables 18,197

Cash and equivalents 163,923

Total assets [702,081]

Deferred rental income (4,418)

Trade and other payables (14,974)

Bank borrowings (152,896)

Derivative financial liability (1,685)

Total liabilities (173,973)

Net assets 528,108

Net Asset Value per share – basic 105.4p

Net Asset Value per share – diluted 104.7p

For the

year ended

30 June 2016

£’000

For the period from

11 February 2014

to June 2015

£’000

Property, plant and equipment 297 79

Intangible assets 737 -

Investment property 514,194 239,775

Investment in joint ventures 4,197 8,378

Derivative financial assets 18 229

Trade and other receivables 18,716 4,175

Cash and equivalents 163,923 78,788

Total assets 702,082 331,424

Deferred rental income (4,418) (2,377)

Trade and other payables (14,974) (4,055)

Bank borrowings (152,896) (84,148)

Derivative financial liability (1,685) (449)

Total liabilities (173,973) (91,029)

Net assets 528,109 240,395

Net Asset Value per share – basic 105.4p 103.2p

Net Asset Value per share – diluted 104.7p 102.8p

OUTLOOK

Victoria Point, Manchester – operational Apr 16

Outlook

19

81 assets consisting of 7,904 beds in 30 cities versus IPO target of 10,000 beds

22.8% LTV as at 30 June 2016. Total debt facilities of c.£320.0 million at end of September, of which only half has been drawn

Expected annualised gross income of c.£51.3 million from end of September 2016

The supply / demand fundamentals of the UK student accommodation sector are persisting and our investment pipeline remains

strong

Whilst Brexit surprised financial markets, the UK Government remains committed to promoting the UK higher education sector

internationally both in the EU (which represents only 6% of all full-time students in the UK) and further afield

We achieved our dividend target for 2016 of 6.0 pence per share and have set a dividend target for 2017 of 6.1 pence, a 1.7%

increase and above the RPI rate for the 12 months to 30 June 2016

− Dividend cover is growing and we expect our dividend to be fully covered from adjusted earnings by the beginning of 2017, and

to increase thereafter

Our expenses as a percentage of portfolio value have fallen to 1.4% (2015: 1.9%) demonstrating the benefits of our internal structure

and are expected to reduce further as we grow

We are exploring opportunities to take fuller advantage of Empiric’s established position in the UK student housing market by

selectively consolidating, broadening and diversifying our property exposure across a broader spectrum of the sector – our 2025 Plan

– evolving from a niche operator to a multi-niche operator

− We are consulting with shareholders on our 2025 Plan with any material changes to our investment policy subject to shareholder

approval

We are also changing our accounting reference date to 31 December in order to better reflect the operational and development

activities of the Group around the start of the academic year in September – we will therefore report a further set of audited accounts

for the six month period ending 31 December 2016



APPENDIX

Windsor House, Cardiff – Operational Aug 16

“Before I came to the UK I had heard that a lot of the British students

just wanted to party all the time, so I originally chose this site for a

bit of peace and quiet. Another student I knew told me about this

accommodation and said it was expensive but good.”

– 26 year old male from New Delhi (Rebooker, Birmingham)

The UK Student Accommodation Market

21

0k

100k

200k

300k

400k

500k

600k

700k

800k

Students

Excess Applicants over Acceptances Acceptances

Source: UCAS

Total accepted applicants for the academic year 2015/16 reached

a new all time high of 532,265 applicants

UK Higher Education Applicants vs. Acceptances Student Accommodation Yields have Hardened

Source: Savills, UNESCO Institute for Statistics

532,000 – all time high

Demand for UK Higher Education

to keep rising

Government caps on student

numbers in the UK have been

removed all together in 2015/16

Demand has remained robust

throughout the introduction of

increased tuition fees in 2012 and

the weakened economic

environment

Number of international students

is expected to double globally by

2025

In 2012 the UK was the second

largest destination for international

higher education with a 13%

global share, second only to the

USA with a 16% share

Source: UCAS and JLL

Source: Savills

2016 UK Student Accommodation Yields

Lease Nomination

Agreement

Direct

Let Trend

Prime London 4.00% 4.50% 4.75%

Super Prime Regional 4.25% 4.75% 5.50%

Prime Regional 4.50% 5.25% 6.00%

Secondary Regional 5.00% 5.75% 6.75%

0.0

1.0

2.0

3.0

4.0

5.0

6.0

7.0

8.0

1975 1980 1985 1990 1995 2000 2005 2010 2025E

Growth In Global Student Mobility

Number of students enrolled outside their country of citizenship

(m)

Source: Savills

Over half a million students accepted to UK higher education so far this year, the highest number recorded at this stage(1)

UCAS data indicates that EU student applicants placed in 2016/17 grew 8% compared to the 2015 cycle

Slight growth in international students for the two year period between 2014 and 2016 cycle

The UK Student Accommodation Market

22

3.9%

11.0%

1.9%

All Students EUStudents

InternationalStudents(Non-EU)

Growth in student acceptances for

Sept 2015 over Sept 2014

1.0%

8.0%

(1.0%)

All Students EU Students InternationalStudents(Non-EU)

Growth in first year undergraduate

applicants for Sept 2016 over Sept 2015(1)

1.68

1.70 1.70

2012/13 2013/14 2014/15

Total full time students evolution

Source: HESA Source: UCAS

Source: HESA Source: UCAS

(1) Clearing date as at 2 September 2016

(30.0%)

(20.0%)

(10.0%)

0.0%

10.0%

2012 2013 2014 2015 2016

EU International Students (Non-EU) All Students

Growth in placed applicants by domicile(1)

80.7%

5.5%

13.8%

Students in UK by domicile for the 2014/15 academic year

UK

EU

International Students(Non-EU)

Issuer Empiric Student Property plc, FCA registered as an AIFM

Structure UK REIT

Index Inclusion FTSE All-Share, FTSE SmallCap

Current market capitalisation £586.5 million as at 13th September 2016

Listing Main Market, London Stock Exchange; Premium Listing on the UKLA Official List

Target dividend 6.1 pence with RPI uplift

Target total shareholder

return 13% p.a.

Gearing LTV up to 40% of gross assets; Long-term LTV target of 35%

Investment Advisory Support RevCap, at a fee of 0.2% of NAV, subject to minimum £170,000 and maximum £300,000. Until June 2017

Valuation Half-yearly valuation by CBRE (June and December)

Discount control Share buy-back authority for up to 14.99% of issued share capital. Repurchased shares can be held in treasury.

Return of disposal proceeds from investments to shareholders if not re-invested within 12 months

Corporate Broker and Joint

Financial Adviser Jefferies International Limited

Joint Financial Adviser Akur Limited

Board Brenda Dean, Rt Hon Baroness Dean of Thornton-le-Fylde – Chair; Jim Prower – Senior Non Executive Director;

Stephen Alston – Non-Executive Director; Stuart Beevor – Non-Executive Director

Key Terms


Investors should note that the figures in relation to targeted dividend, total shareholder return and target NAV growth rate set out above and in the rest of this presentation are

for illustrative purposes only and are not intended to be, and should not be taken as, a profit forecast or estimate. Actual returns cannot be predicted and may differ materially

from these illustrative figures. There can be no assurance that they will be met or that any dividend, NAV growth or total shareholder return will be achieved.

Important Information and Disclaimer

24

This document and any attachments (including any email that accompanies it) (together “this document”) is not for release, publication or

distribution, directly or indirectly, in whole or in part in any jurisdiction where would be unlawful or would impose any unfulfilled registration,

qualification, publication or approval requirements on Empiric Student Property plc (the "Company") or Jefferies International Limited

("Jefferies") or Akur Limited ("Akur"). Persons into whose possession this document comes must inform themselves about, and observe,

any such restrictions as any failure to comply with such restrictions may constitute a violation of the securities law of any such jurisdiction.

This document has been prepared by the Company for information purposes only and does not constitute an offer to sell, or the solicitation

of an offer to acquire or subscribe for any securities in any jurisdiction This document does not constitute any form of financial opinion or

recommendation on the part of the Company or any of its affiliates or advisers and is not intended to be an offer, or the solicitation of any

offer, to buy or sell any securities in any jurisdiction.

This document has not been approved (for the purposes of section 21 of the Financial Services and Markets Act 2000 ("FSMA").

This document is being issued to and directed only at: (i) persons who have professional experience in matters relating to investments and

who are investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion)

Order 2005 (the "Financial Promotion Order"); or (ii) persons who fall within Article 43 of the Financial Promotion Order (members and

creditors of certain bodies corporate); or (iii) persons who fall within Article 49(2) of the Financial Promotion Order (including certain high net

worth companies, unincorporated associations or partnerships and the trustees of high value trusts, or other respective directors, officers or

employees as described in Article 49 of the Financial Promotion Order); or (iv) any other persons to whom this presentation for the

purposes of Section 21 of FSMA can otherwise lawfully be made without further action; or (v) persons otherwise permitted by the laws of

the jurisdiction in which they are resident to receive them; or (vi) in relation to persons in member states of the European Economic Area

("EEA"), are a “professional client” or an “eligible counterparty” within the meaning of Article 4(1)(II) and 24(2); (3) and (4), respectively, of

MiFID (as MiFID is implemented into national law of the relevant EEA state). This document is not intended to be, and must not be,

distributed, passed on or disclosed, directly or indirectly, to any other class of person.

The condition of you receiving this document is that you fall within one of the categories of persons described above and by accepting this

document you will be taken to have warranted, represented and undertaken to the Company that: (a) you fall within one of the categories of

persons described above, (b) you have read, agree to and will comply with the terms of this disclaimer; and (c) you will conduct your own

analyses or other verification of the data set out in this document and will bear the responsibility for all or any costs incurred in doing so.

Persons who do not fall within one of the categories of persons described above should not rely on this document nor take any action upon

them, but should return them immediately to the Company at its registered office.

This document is confidential and is being supplied to you solely for your information and may not be reproduced, re-distributed or passed,

directly or indirectly, to any other person or published in whole or in part for any purpose. This document has been prepared for information

purposes only for use in connection with preliminary confidential discussions relating to the Company, and in particular may not be used in

making any investment decision. This document is preliminary in nature, subject to updating, verification and amendments. Neither the

Company nor Jefferies nor Akur nor any of their respective affiliates is under any obligation to update or keep current the information

contained in this document and any opinions expressed in this presentation are subject to change without notice. This document contains

information from third party sources. This document contains only summary information and no representation or warranty, express or

implied, is made or given by or on behalf of, and no responsibility or liability is accepted by the Company or Jefferies or Akur, or any of their

respective officers, agents or advisors as to the accuracy, sufficiency or completeness of any of the information or opinions, or for any

errors, omissions or misstatements, negligent or otherwise, contained in or excluded from this document (except to the extent that such

liability arises out of fraud or fraudulent misrepresentation).

Any views contained herein are based on financial, economic, market and other conditions prevailing as of the date of this document. The

information contained in this document does not purport to cover all matters that may be relevant for the purposes of considering whether or

not to make any prospective investment and is not intended to provide, and should not be relied upon, for accounting, legal or tax advice.

This presentation contains certain forward-looking statements. In some cases forward looking statements can be identified by the use of

terms such as "believes", "estimates", "anticipates", "projects", "expects", "intends", "may", "will", "seeks" or "should" or variations thereof,

or by discussions of strategy, plans, objectives, goals, future events or intentions. By their nature, forward-looking statements involve risk

and uncertainty because they relate to future events and circumstances. Actual outcomes and results may differ materially from any

outcomes or results expressed or implied by such forward-thinking statements.

Jefferies, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting for the Company and no-

one else and will not be responsible to anyone other than the Company for providing the protections afforded to its customers or for

providing advice. Apart from the responsibilities and liabilities, if any, which may be imposed by FSMA or the regulatory regime established

thereunder, neither Jefferies nor any of its affiliates nor any of its agents accepts any responsibility or liability whatsoever for, or makes any

representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this document (or whether

any information has been omitted from this document) or any other information relating to the Company, whether written, oral or in a visual

or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this document or its

contents or otherwise arising in connection therewith.

Akur, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting for the Company and no-one

else and will not be responsible to anyone other than the Company for providing the protections afforded to its customers or for providing

advice. Apart from the responsibilities and liabilities, if any, which may be imposed by FSMA or the regulatory regime established

thereunder, neither Akur nor any of its affiliates nor any of its agents accepts any responsibility or liability whatsoever for, or makes any

representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this document (or whether

any information has been omitted from this document) or any other information relating to the Company, whether written, oral or in a visual

or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this document or its

contents or otherwise arising in connection therewith.

Dated: September 2016

Documents

HIGHLIGHTS AND COMPANY DEVELOPMENT