Quarterly Newsletter · • SEBI in order to effect the merger, has amended Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) Regulations, 2012 (SECC Regulations)

Systematix Capital Services Pvt. Ltd. : The Capital, A-wing, No. 603 – 606, 6th Floor, Plot No. C-70, G Block, BKC, Bandra (East), Mumbai – 400 051

Quarterly Newsletter

Indian Investment Banking Industry (July- Sept 2015)

Oct 2015

Index

1

Headings Slide Nos.

Macros & Markets Overview 2

M&A and PE Activity (July–Sept 2015) 6

Regulatory Update (M&A and PE) 10

Sector Highlights (Consumer & Building Products) 12

Sector Highlights (Logistics) 15

Sector Highlights (Pharma & Healthcare) 18

Systematix Capital - Investment Banking Business 21

India Macroeconomics – Growth & Inflation

Indian economy is set to weather the global uncertainty, esp around China. The recent rate cut by RBI is a booster dose for reviving the economy. The recent improvements in Global Competitiveness Index of World Economic Forum reinforces the government’s pro-industry and pro-reform initiatives.

Chart 1: GDP Growth (% YoY)

2

Chart 2: WPI Inflation Trend (%)

Sources: CSO, India; Ministry of Commerce and Industry Note: GDP Figures are at basic constant prices (2011-12) & FY ends on March 31

Modest growth: The Indian economy is the only bright spot among emerging markets after recent sluggishness in growth in China. The world bank has predicted India will growth at 7.5% in FY16.

With the inflation under control, the RBI had cut 50 bps of repo rates in the last policy meet. The lower interest rate regime is expected to fuel the investment cycle.

India’s factory output is expanding at a slower rate over the last couple of months. Corporate earnings and profitability are yet to show any signs of improvement.

Chart 3: IIP Growth (% YoY)

7.2%

7.5%

6.6%

5.3%

6.7%

8.4%

6.6%

7.5%

7.0%

4%

5%

5%

6%

6%

7%

7%

8%

8%

9%

9%

Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 Q3 FY15 Q4 FY15 Q1 FY16 0.5%

2.5%

-4.2%

3.8%

1.7% 2.6%

5.0%

2.1% 4.1% 2.7%

3.8% 4.2%

6.4%

-6%

-4%

-2%

0%

2%

4%

6%

8%

Au

g-1

4

Sep

-14

Oct

-14

No

v-14

Dec

-14

Jan

-15

Feb

-15

Mar

-15

Ap

r-1

5

May

-15

Jun

-15

Jul-

15

Au

g-1

5

1.8

-1.7

-0.5

-1.0 -2.2 -2.3 -2.4 -2.2 -2.1 -4.1

-5.0 -4.5 (6)

(4)

(2)

-

2

4

Oct

-14

No

v-1

4

De

c-1

4

Jan

-15

Feb

-15

Mar

-15

Ap

r-1

5

May

-15

Jun

-15

Jul-

15

Au

g-1

5

Sep

-15

Capital Flows and USD / INR movement Chart 6: Performance of INR against USD

4

The rupee remained volatile throughout the last quarter due to volatility in equity markets. Lower CAD, falling interest rates and increasing overseas fund flows should help the rupee to maintain its strength against the dollar.

Over the last six months FDIs have gained pace reflecting overseas investor confidence on India’s growth story. However, net FIIs tuned negative in Q2 FY16 as Indian markets turned volatile due to China woes and growing uncertainty in global markets due to sluggishness in global commodity markets.

With ‘Make in India’ and ‘Digital India’ projects gaining traction, FDI inflows are also surging. The Indian government is making continued efforts in order to ease norms for attracting more FDI.

Chart 4: FDI (in USD bn)

Chart 5: FIIs (in USD bn)

Sources: DIPP, SEBI and Capital IQ

7.23 7.45 6.35

9.89 9.51

0

2

4

6

8

10

12

Q1 FY15 Q2 FY15 Q3 FY15 Q4 FY15 Q1 FY16

3.91 2.66

5.86

0.45

-2.69 -4

-2

0

2

4

6

8

Q2FY15 Q3FY15 Q4FY15 Q1 FY16 Q2 FY16

63.38

63.85

66.83

65.57

61

62

63

64

65

66

67

68

China the worst performer: Due to economic slowdown, China fell almost 28% in Q2 FY16. Hang Seng almost down 20%. All major indices posted negative returns in the previous quarter. The Sensex fell 5.9% due to global meltdown and valuation concerns in the domestic market.

Almost all sectoral indices fell except IT: Metal was the worst performer with slowdown in China, who is the largest consumer of metal. Capital goods and power fell with 13.7% and 8.9%, respectively. However, IT posted almost 11% returns in the previous quarter following impressive earnings performance in the space.

Markets Movement and Global Peers

5

Chart 7: Performance of Sensex and Global Peers in Q2 FY16 Chart 8: Sensex sectoral indices returns chart (%) in Q2 FY16

Sources: Capital IQ, BSE & NSE

60

65

70

75

80

85

90

95

100

105

110

Jun-30-2015 Jul-31-2015 Aug-31-2015 Sep-30-2015

Nikkei

HangSeng

SanghaiComposite IndexFTSE

DowJones

IBovespa

RussiaMiccex

Sensex

-5.9 -5.0 -7.1 -6.2

0.6

-13.7

-0.5

-0.5

10.8

-26.8

-11.8 -8.9

-1.2

-30.0

-25.0

-20.0

-15.0

-10.0

-5.0

0.0

5.0

10.0

15.0

Index

5

Headings Slide Nos.








6

M&A activity picked up in in Q2 FY16 Vs Q2 2015. IT saw the highest number of deals, followed by Consumer Discretionary and Industrials.

M&A and Private Equity Activity (July–Sept 2015)

Driven by record activity in VC funding for tech businesses, PE/VC activity showed impressive growth in Q2 FY16 as number of deals increased to 359 vs 246 deals in Q2 FY15.

Chart 9: India - M&A Trend (No. of deals) Chart 10: India - PE Trend (No. of deals)

Chart 11: M&A Deals Break up (Q2 FY16) (No. of deals) Chart 12: PE Deals Break up (Q2 FY16) (No. of deals)

Sources: VCCEdge

254

202

235 213

233

0

50

100

150

200

250

300

Q2FY15 Q3 FY15 Q4 FY15 Q1 FY16 Q2 FY16

246 257 274 284

359

0

50

100

150

200

250

300

350

400

Q2FY15 Q3 FY15 Q4 FY15 Q1 FY16 Q2 FY16

Energy 7

Materials 18

Industrials 36

Cons. Discretionary

42

Cons. Staples 10

Health Care 20

Financials 21

Information Technology

69

Telecom 4

Utilities 5

Materials 3 Industrials

34

Cons. Discretionary

70

Cons. Staples 11

Health Care 19 Financials

33

Information Technology

184

Utilities 5

Top Ten M&A Deals by Value (July-Sept 2015)

7

Date Target Buyer Seller Deal value (USD mn)

Industry

23/07/2015 Gavis Pharmaceuticals LLC Lupin Ltd. - 880.0 Pharmaceuticals

17/08/2015 Lafarge India Pvt. Ltd., Cement

Manufacturing Plants Birla Corporation Ltd. Lafarge India Pvt. Ltd. 766.4 Construction Materials

04/09/15 InvaGen Pharmaceuticals Inc. Cipla (EU) Ltd. - 500.0 Pharmaceuticals

24/09/2015 Sabah Forest Industries Sdn Bhd Pandawa Sakti (Sabah) Sdn. Bhd. Bilt Paper B.V. 500.0 Paper Products

30/07/2015 Sharekhan Ltd. BNP Paribas S.A.

Citi Venture Capital International Growth Fund

II ,Infrastructure Development Finance Co. Ltd. , The Baring

Asia Private Equity Fund IV ,Samara Capital Partners Fund

I Ltd.

411.4 Other Diversified Financial Services

27/07/2015 Valcambi S A Rajesh Exports Ltd. Newmont Mining Corporation 400.0 Gold

28/09/2015 Liberty Videocon General Insurance

Co. Ltd. Liberty Mutual Group Inc. Videocon Industries Ltd. 373.7 Multi-line Insurance

12/9/2015 Cavendish Industries Ltd. JK Tyre & Industries Ltd. Kesoram Industries Ltd. 331.1 Tires & Rubber

30/09/2015 Larsen and Toubro Ltd., Commercial

Project Carnival Group Larsen and Toubro Ltd. 269.3 Real Estate Development

15/08/2015 HDFC Standard Life Insurance Co.

Ltd. Standard Life plc

Housing Development Finance Corporation Ltd. 261.5 Life & Health Insurance

Sources: VCCEdge

Top Ten PE Deals by Value (July-Sept 2015)

8

Date Target Investor Deal Value (USD mn)

Industry

2/8/2015 Jasper Infotech Pvt. Ltd. BlackRock, Inc. , Myriad Asset Management

Ltd. , SoftBank Corp. , Hon Hai Precision Industry Co. Ltd. , Alibaba Group Holding Ltd. , PremjiInvest

500.0 Internet Retail

16/09/2015 Intelenet Global Services Pvt. Ltd. Blackstone Advisors India Pvt. Ltd. 384.1 Data Processing & Outsourced Services

2/9/2015 DLF Home Developers Ltd., Upcoming

Projects in Central Delhi GIC Pte. Ltd. 299.5 Real Estate Development

21/07/2015 Piramal Realty Pvt. Ltd. Warburg Pincus India Pvt. Ltd. 284.3 Real Estate Development

14/08/2015 Greenko Mauritius Ltd. GIC Pte. Ltd. 255.0 Electric Utilities

14/07/2015 IIFL Holdings Ltd. Fairfax India Holdings Corporation 255.0 Investment Banking & Brokerage

31/07/2015 Drashti Developers Pvt. Ltd. Asian Development Bank ,International Finance

Corp. ,SCM Real Estate Singapore Pvt. Ltd. 199.8 Real Estate Development

28/08/2015 Ravindranath GE Medical Associates Pvt.

Ltd.

International Finance Corp. , IHH Healthcare Berhad , Everstone Capital Management , Anand

Rathi Financial Services Ltd.

194.0 Health Care Facilities

17/08/2015 Piramal Realty Pvt. Ltd. Goldman Sachs Whitehall Real Estate Fund 150.0 Real Estate Development

20/07/2015 National Collateral Management Services

Ltd. Fairfax India Holdings Corporation 126.1 Diversified Support Services

Sources: VCCEdge

Index

9

Headings Slide Nos.








Regulatory Update (M&A and PE )

10

Sebi notifies revised listing regulations (Circular 3rd Sept 2015)

• Has notified amended listing regulations that allow listed companies to seek shareholders’ approval for related party deals

through ordinary resolutions.

• Sebi’s provisions for listed entities have been aligned with those of the Companies Act, 2013.

• While a 90-day period has been given to implement the norms, Sebi said two provisions in the revised rules that are facilitating

in nature would be applicable with immediate effect.

• Another change in the revised listing norms relates to re-classification of promoters as public shareholders under various

circumstances.

Forward Markets Commission (FMC) has been merged with SEBI (Circular 28th Sept 2015)

• Government repealed Forward Contracts (Regulation) Act, 1952 (FCRA) w.e.f. September 29, 2015 paving the way for the merger of the Forward Market Commission with the Securities and Exchange Board of India.

• SEBI in order to effect the merger, has amended Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) Regulations, 2012 (SECC Regulations) and SEBI (Stock Broker and Sub-Broker) Regulations, 1992 and SEBI (Regulatory Fee on Stock Exchanges) on September 09, 2015. These regulations enable functioning of the commodities derivatives exchanges and its brokers under SEBI norms and integration of commodities derivatives and securities trading in an orderly manner.

• SEBI has also created a separate Commodity Derivatives Market Regulation Department for the regulation of commodity derivatives including exchange administration, market policies, risk management and products and handling of inspections and complaints.

SEBI

Note: There are hyperlinks on ‘ Notification’ to connect the various Notifications issued by the Concerned Authorities.

SEBI stands for Securities and Exchange Board of India

http://www.sebi.gov.in/sebiweb/home/detail/31894/yes/PR-SEBI-Listing-Obligations-and-Disclosure-Requirements-Regulations-2015-Listing-Regulations-








http://www.sebi.gov.in/sebiweb/home/document_detail.jsp?link=http://www.sebi.gov.in/cms/sebi_data/docfiles/32029_t.html









Index

11

Headings Slide Nos.








12 Source: VccEdge

Chart 13: M&A deals (No. of deals) Chart 14: M&A (Q2FY16) (No. of deals)

Top Five M&A Deals (Consumer & Building Products in July– Sept 2015)

M&A Activity in the Consumer & Building Products Sector

Date Target Buyer Seller Deal Value in

$mn Industry

15-Jul-15 Prism TV Pvt. Ltd. Nickelodeon Asia Holdings Pte.

Ltd. Shinano Retail Pvt. Ltd. 153

Media & Entertainment

19-Sep-15 Hotel Leela Venture Ltd., Leela Hotel MetTube Sdn Bhd Hotel Leela Venture Ltd.

110 Hotels & Resorts

7-Aug-15 Kuoni Travel India Pvt. Ltd. Thomas Cook India Ltd. Kuoni Travel Holding Ltd.

50 Hotels & Resorts

16-Sep-15 Intercontinental Hotels Group India Pvt. Ltd., Holiday Inn, Pune

Intercontinental Hotels Group India Pvt. Ltd., Vascon Engineers Ltd.

23 Hotels & Resorts

9-Jul-15 Loyalty Rewardz Management Pvt. Ltd. IndiaIdeas.com Ltd. - 20 Services

* Included E-commerce transactions

32

38

32

47 47 47

0

15

30

45

60

Q1FY15 Q2FY15 Q3FY15 Q4FY15 Q1FY16 Q2FY16

*

Hotels & Resorts

8

Food & Beverages

9

Services 2

Media & Entertainment

4

Retail 3

Textiles & Garments

3

Education 3

FMCG 1

Building Products

1

37

17

30

59

71

55

0

15

30

45

60

75

Q1FY15 Q2FY15 Q3FY15 Q4FY15 Q1FY16 Q2FY16

PE Activity in the Consumer & Building Products Sector

Chart 15: PE deals (No. of deals) Chart 16: PE Investments (Q12 FY16) (No. of deals)

Source: VccEdge 13

Top Five PE Deals (Consumer & Building Products in July-Sept 2015)

Date Target Investor Deal Value in

$mn Industry

7-Jul-15 Saavn LLC

Steadview Capital Master Fund Ltd., Tiger Global Management LLC, Bertelsmann India Investments, Liberty Media Corporation, Quilvest Group, Mousse

Partners Ltd.

100 Media &

Entertainment

31-Jul-15 JBF Industries Ltd. KKR India Advisors Pvt. Ltd. 77 Textiles & Garments

31-Jul-15 JBF Global Pte Ltd. KKR India Advisors Pvt. Ltd. 73 Textiles & Garments

7-Sep-15 Zomato Media Pvt. Ltd. Vy Capital Management Company Ltd., Temasek

Holdings Advisors India Pvt. Ltd. 60 E Commerce

25-Aug-15 Coursera Inc. Kleiner Perkins Caufield and Byers, New Enterprise Associates Inc., Times Internet Ltd., International

Finance Corp. 60 Education

*


E Commerce, 23

Food & Beverages, 8

Services, 2

Media & Entertainmen

t, 5

Hotels & Resorts, 4

Retail, 4

Education, 3

Textiles & Garments, 6

Index

14

Headings Slide Nos.








15 Source: VccEdge

Chart 17: M&A deals (No. of deals) Chart 18: M&A deals (Value in USD mn)

Top Five M&A Deals (Consumer & Building Products in July– Sept 2015)

M&A Activity in the Logistics Sector

Date Target Buyer Seller Deal Value in $mn

29-Jul-15 Blue Dart Aviation Ltd. Blue Dart Express Ltd. Blue Dart Aviation Ltd

1-Sep-15 Grab a Grub Services Pvt. Ltd. Zomato Media Pvt. Ltd.

1-Sep-15 Pickingo Logixpress Pvt. Ltd. Zomato Media Pvt. Ltd.

1-Sep-15 Zippon.in Turant Delivery.Com

22-Sep-15 WS Retail Services Pvt. Ltd., Logistics

Business Flipkart Pvt. Ltd.

WS Retail Services Pvt. Ltd.

• Included E-commerce transactions • ND means not disclosed

1

6

5

3

5 5

0

1

2

3

4

5

6

7

Q1FY15 Q2FY15 Q3FY15 Q4 FY15 Q1 FY16 Q2 FY16

0

139

ND

10

ND

ND 0

20

40

60

80

100

120

140

160


PE Activity in the Logistics Sector

Chart 19: PE deals (No. of deals) Chart 20: PE Investments (Value in USD mn)

Source: VccEdge 16

Top Five PE Deals (Consumer & Building Products in July-Sept 2015)

Date Target Investor Deal Value in

$mn Deal Type

20-Jul-15 National Collateral Management

Services Ltd. Fairfax India Holdings Corporation 126 Private Equity

15-Jul-15 Carthero Technologies Pvt. Ltd. Nexus Ventures III, Ltd., Blume Venture Advisors Pvt.

Ltd., Sequoia Capital India Advisors Pvt. Ltd. 11 Venture Capital

22-Sep-15 LogiNext Solutions Pvt. Ltd. One 97 Communications Ltd. 10 Venture Capital

11-Sep-15 Shadowfax Technologies Pvt. Ltd. Eight Roads Ventures 9 Venture Capital

4-Aug-15 Pickingo Logixpress Pvt. Ltd. Orios Venture Advisors Pvt. Ltd., Zishaan Hayath 1 Angel/Seed


2

5

3 3

7 8

0

2

4

6

8

10


7

72

4

47

264

158

0

50

100

150

200

250

300


Index

17

Headings Slide Nos.








M&A Activity in the Pharma & Healthcare Sector

18

21

9

27

10

19

-2

3

8

13

18

23

28

Q2 FY15 Q3 FY15 Q4 FY15 Q1 FY16 Q2 FY16

Date Target Buyer Transaction Deal Value (USD mn)

Industry

23-Jul-15 Gavis Pharmaceuticals LLC Lupin Ltd. Outbound 880 Pharmaceuticals

4-Sep-15 InvaGen Pharmaceuticals Inc. Cipla (EU) Ltd. M&A 500 Pharmaceuticals

4-Sep-15 Exelan Pharmaceuticals Inc. Cipla (EU) Ltd. M&A 50 Pharmaceuticals

22-Sep-15 Lumora Ltd. Transasia Bio-Medicals Ltd. Outbound 38 Health Care Equipment

23-Sep-15 Pfizer Ltd., Manufacturing Plant Thane Vidhi Research and Development

LLP Domestic 27 Pharmaceuticals

Chart 21: M&A Trend in the Sector (No. of deals) Chart 22: M&A Deals Break up (Q2 FY16) (No. of deals)

Top Five M&A Deals (Pharma & Healthcare in July - Sept 2015)

Sources: VCCEdge

Pharmaceuticals

11

Health Care 8

PE Activity in the Pharma & Healthcare Sector

19

Date Target Buyer Deal Value (USD mn)

Industry

28-Aug-15 Ravindranath GE Medical

Associates Pvt. Ltd. International Finance Corp., IHH Healthcare Berhad, Everstone Capital

Management, Anand Rathi Financial Services Ltd. 194

Health Care Providers & Services

6-Aug-15 Practo Technologies Pvt. Ltd. Sequoia Capital India III LP, Matrix India Asset Advisors Pvt. Ltd., Tencent

Holdings Ltd., Google Capital, Altimeter Capital Management, Sofina Societe

90 Health Care Technology

20-Sep-15 Healthvista India Pvt. Ltd. Qualcomm Ventures, Accel India III LP, VenturEast Life Fund III LLC,

International Finance Corp. 38

Health Care Providers & Services

23-Jul-15 MedGenome Labs Pvt. Ltd. Sequoia Capital India Advisors Pvt. Ltd. 20 Health Care Providers &

Services

9-Sep-15 Sarvejana Healthcare Pvt. Ltd. India Life Sciences Fund II LLC 15 Health Care Providers &

Services

2

11

Pharmaceuticals

Healthcare

12

2 3

5

13

0

5

10

15

Q2 FY 15 Q3 FY 15 Q4 FY 15 Q1 FY 16 Q2 FY 16

Chart 23: PE Trend in the Sector (No. of deals) Chart 24: PE Deals Break up (Q2 FY16) (No. of deals)

Top Five PE Deals (Pharma & Healthcare in July- Sept 2015)

Sources: VCCEdge

Index

20

Headings Slide Nos.








21

Systematix is a 28-year old financial advisory firm, founded by Mr. C.P. Khandelwal in 1987

Overview of Systematix Group

Investment Banking/Advisory

Wealth Management

Institutional Broking

Retail Broking

Venture Capital Funds/Private Equity

Established corporate advisory, capital markets advisory and fund raising capabilities.

Closed transactions aggregating to USD 1.5 bn over the last years.

SEBI Registered ‘Category I’ Merchant Banker.

Serving a majority of the top institutional money managers: FIIs, DIIs, Insurance, Mutual Funds, etc.

Well experienced Research Team and Expertise in identifying hidden gems from small cap and mid cap space.

Pan India presence, servicing over 62,652 clients.

‘Customer First’ philosophy is the cornerstone of the firm’s success.

Structured finance solutions to Corporates and HNIs.

Managing investment portfolios of over USD 200 million for Corporate, UHNI / HNI clients.

SEBI registered Venture Capital funds:

• USD 30 mn Real Estate fund

22

Systematix has offices in 20 locations across 13 cities in India

The Systematix Network

Note: Cities may have more than one office

Ludhiana

New Delhi

Jaipur

Kolkata

Mumbai

Pune

Bangalore Chennai

Hyderabad

Lucknow

Indore

Brahmapur

Ujjain

Karnal

Associate Partners

Europe

Singapore

UK

Japan US Middle East

India: Systematix

Systematix Capital and Bridge & Sun Partners have formed exclusive partnerships for Indo-Japan M&A transactions.

Systematix’s India Presence Systematix’s Global Presence

Systematix – Recent Deal Announcement

23

Elitecore Technologies Pvt Ltd (ETPL) Established in 1999, Elitecore Technologies is a global provider of software product and services company with over 15 years of experience in delivering Business Support Systems (BSS), Packet Core and Carrier Wi-Fi Solution with flexibility of modular as well as pre-integrated offerings. ETPL has proven case references with over 150 deployments for 52 CSPs across 40 countries. ETPL’s other products include 24 online access gateway and NEOX IP Telephony. Headquartered in Ahmedabad, ETPL has a team of over 700 strong industry professionals spread across its offices in India, South East Asia, UAE and Africa. The company is majority owned by First Carlyle Ventures Mauritius, whose affiliate is advised by The Carlyle Group. Sterlite Technologies Ltd (STL) Sterlite Technologies Limited develops & delivers products, solutions and infrastructure for telecom & power transmission networks, globally. STL is among the global leaders in all its business areas of Optical Fibre, Fibre Optic Cables, Power Conductors and HV / EHV Power Cables through its operations in India, China & Brazil. As the most integrated Optical Fiber company in the world, STL is pioneering Fibre-to-the-Home (FTTH) deployment in India to enable high speed broadband connectivity. The company was founded in 1988 and is headquartered in Pune. Transaction Details Sterlite Technologies Limited has entered into a definitive agreement for the acquisition of Elitecore Technologies Private Limited for an overall enterprise value of ~ INR 1800 Mn in an all-cash deal. Systematix advised the Carlyle Group for its divestment in EliteCore by identifying the right fit partner, analyzing the benefits of a strategic partnership in the OSS / BSS market. Systematix Capital Services Pvt. Ltd. Systematix Capital is the Investment Banking arm of Systematix Group. Systematix Capital offers full spectrum of investment banking services ranging from M&A, Private-Equity Syndication, Equity Capital Markets and Restructuring. The team has strong domain expertise in certain focus sectors, including Pharmaceuticals, Medical Devices, Logistics, Consumer Products & Services, E-commerce and Building materials.

Acquired

INR 1800 Mn

23rd Sept 2015

Advisor to Carlyle Group and Elitecore Technologies Pvt Ltd

Systematix Investment Banking – Select Transactions Overview

We have closed transactions aggregating to USD 1.5 billion

Select Transaction Experience

24

Healthcare and Pharma

Mar 2013

Sole Transaction Advisor

Goa formulation unit has been acquired by

Secondary Placement of

Shares to

Sole Transaction Advisor

Consumer Feb 2013

Consumer Dec 2012

Sole Advisor to Clearwater

Open Offer

Private Equity Jan 2014

Carlyle Group Valuation

Consumer Jan 2014

Future Life Style Fashions Ltd

ESOP Advisory

Hospitality Feb 2014

Marriott International

Inc. Fair Market Valuation

Thomas Cook (India) Ltd

ESOP Advisory

Tours & Travels Mar 2014

Sole Advisor

has sold 22.5% stake in

Insurance Mar 2013

to

Sole Advisor to LEAP

Kellton Tech Solutions Ltd. ESOP Advisory

IT & & ITES Apr 2014

Acquisition of 5% stake in

Sole Advisor to KWE

Logistics April 2014

Logistics Dec 2014

Raised Venture Capital from

Sole Advisor to Manash

Lifestyle Pvt Ltd

Raised Venture Capital from

Consumer Jan 2015

USD 2.5 mn USD 4.1 mn

USD 5.9 mn



FY 2014-2015 FY 2012 -2013

Average USD FY 2015-FY 2016*: INR ~ 63.5 FY 2014-2015 : INR ~ 61.1

Sole Advisor to Stericat Gutstrings

Acquired

Healthcare and Pharma

June 2015

USD 12 mn

Average USD FY 2013-2014 : INR ~ 57.4 FY 2012-2013 : INR ~ 54.3

FY 2015-2016

Fair Market Valuation

IT & ITES April 2015

FY 2013 -2014

IT & ITES Sept 2015

Acquired

Advisor to Carlyle Group and Elitecore Technologies

USD 28.3 mn

IT & ITES Aug 2015

ODI Valuations

Systematix Group – Leadership Team

Mr. C.P. Khandelwal Chairman

Mr. Sunil Sarda Managing Director

Founded the company as an advisory business in 1987.

With over 27 years of experience in financial services, he has been instrumental in aiding the company achieve several key milestones including obtaining a merchant banking license in 1994-95, initiating its broking desk in 2000, starting NBFC operations in 2007, portfolio management (SEBI Registered) in 2008 and the recent foray into Venture Capital / Private Equity business.

The organisation is driven by his vision to think different and think big, while focusing on our core mission of adding value to our Corporate and Investor Clients.

More than 18 years of experience at various levels in the financial services industry.

Currently overseeing the Brokerage (Stocks, Commodities & Currency), Wealth & Portfolio management and NBFC business within Systematix.

Previously, Executive Director with Anand Rathi Securities and Manager-Finance with Indian Rayon and Industries Ltd., part of the Aditya Birla Group.

Mr. Nikhil Khandelwal Managing Director

Leads the Investment Banking and Institutional Brokerage business of Systematix and has ~10 years of rich experience in M&A, Private Equity and Strategic Advisory for a wide variety of industries and clients in India and internationally.

Has been instrumental in building Systematix’s advisory business into an Industry Focused Cross Border M&A platform – with strong engagements with several mid to large India, US, Japan and Europe based companies.

Nikhil holds a degree in management studies (MBA) from the ISB, Hyderabad and Bachelor in Engineering (BE) from Manipal Institute of Technology (MIT).

25

Systematix Investment Banking

Mr. Abhishek Dhanesha

Leads the Industrial sector initiatives for the firm.

Previously worked with Avista Advisory - An associate of Houlihan Lokey, US, & Aarayaa Advisory, Investment banks

Abhishek is a Chartered Accountant (CA) and a Law graduate (LLB).

Major prior transactions include:

• Advisory to Elitecore stakeholders (incl. Carlyle) for their buyout by Sterlite Technologies.

• Advisory to LEAP India for private equity raise by Mayfield.

• Advisory to Future Group for divestment of its minority stake in Future Generali Life Insurance to IITL.

• Advisory to KWE for strategic investment in Gati Express & Supply Chain

• Advisory to Classic Stripes on their buyout by Navis Capital

• Fund raising for Astarc Group Companies from various lenders

• Pre-IPO equity placement for Pipavav Shipyard Limited

• Advised Shin-Etsu Polymer India for their India Entry Strategy

Leads the Pharmaceuticals & Healthcare initiatives for the firm.

Previously worked with major Indian financial organizations like SMC Global, Proactive Universal Group (India) and CNBC TV 18.

He is a Chartered Accountant (CA) and Holds an MBA - Finance from one of the premier institutes in India.

Major prior transactions include:

Acquisition of Stericat Gutstrings Pvt. Ltd by Peters Surgical SAS

Acquisition of Parenteral Drugs’ Goa Formulation Unit by Fresenius Kabi

Mr. Souvik Chatterjee

Senior Bankers

26

Team

For further details please contact us at [email protected]

Thank You

The Capital, A-wing, No. 603 – 606, 6th Floor, Plot No. C-70, G Block, BKC Bandra (East), Mumbai – 400 051 Board: +91 (22) 6704 8000 Fax: +91 (22) 6704 8022

J. K. Somani Building, 2nd Floor, British Hotel Lane Fort, Mumbai - 400001 Tel: +91 22 39374000, 67048600 Fax: +91 22 39374029

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Quarterly Newsletter · • SEBI in order to effect the merger, has amended Securities Contracts (Regulation) (Stock Exchanges and Clearing Corporations) Regulations, 2012 (SECC Regulations)